EXPLANATORY NOTES 1. Audited Financial Statements for the Financial Year Ended 30 June 2026 Agenda No. 1 is meant for discussion only as Section 340(1) (a) of the Act provides that the audited financial statements are to be laid in the general meeting and do not require formal approval of the shareholders. Hence, this Agenda item is not put forward for voting. 2. Ordinary Resolutions 1 to 6: Re-election of Directors who retire pursuant to Clause 125 of the Company’s Constitution Clause 125 of the Company’s Constitution provides that the directors shall have power at any time, and from time to time, to appoint any person to be a Director, either to fill a casual vacancy or as an addition to the existing Directors, but the total number of Directors shall not at any time exceed the maximum number fixed in accordance with the Constitution. Any Director so appointed shall hold office only until the next following annual general meeting and shall then be eligible for re-election but shall not be taken into account in determining the Directors who are to retire by rotation at that meeting. The following retiring Directors are standing for re-election as Directors of the Company pursuant to Clause 125 of the Company’s Constitution and, being eligible, have offered themselves for re-election: i) Dato’ Sri Dr. Shahril Bin Mokhtar ii) YDM Dato’ Syed Haizam Hishamuddin Putra Jamalullail iii) Datuk Wilfred Yong Chen Leong iv) Dato’ Seri DiRaja Syed Razlan Ibni Syed Putra v) Datuk Mua’amar Ghadafi Jamal Bin Datuk Wira Jamaludin vi) Ms Chua Pooi Ngee Dato’ Sri Dr. Shahril Bin Mokhtar was appointed as an Executive Director on 4 December 2025, while YDM Dato’ Syed Haizam Hishamuddin Putra Jamalullail and Datuk Wilfred Yong Chen Leong were appointed as Independent NonExecutive Directors on the same date. Subsequently, Dato’ Seri DiRaja Syed Razlan Ibni Syed Putra was appointed as the Independent Non-Executive Chairman, and Datuk Mua’amar Ghadafi Jamal Bin Datuk Wira Jamaludin was appointed as an Independent NonExecutive Director, both on 14 August 2026, following approval by the Board. Ms Chua Pooi Ngee was appointed as an Independent Non-Executive Director of the Company on 27 October 2026. For the purpose of determining the eligibility of the abovementioned Retiring Directors to stand for re-election at the 22nd AGM, the Nomination and Remuneration Committee (“NRC”) has considered and recommended abovementioned Retiring Directors for re-election pursuant to Clause 125 of the Company’s Constitution. DESTINI BERHAD 271 ANNUAL REPORT 2026
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