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TELADAN GROUP BERHAD Proxy Solicitation & Information Statement 2026

Apr 28, 2026

71664_rns_2026-04-28_d9709a3e-c4d0-442f-880a-b48bf1cb74fc.pdf

Proxy Solicitation & Information Statement

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TELADAN GROUP BERHAD Registration No.201901004975 (1314302-V)

NOTICE OF SEVENTH (“7^th”) A NOTICE IS HEREBY GIVEN THATthe 7^thAnnual General Meeting (“AGM”) of	NNUAL GENERAL MEETING at the AGM, such appointment shall be invalid unless the member specifes
the Company will be physically held at Room Straits 1,2,3, Level 13, DoubleTree by Hilton Melaka, Hatten City, Jalan Melaka Raya 23, Bandar Hilir Melaka, 75000 Melaka on Monday, 25 May 2026 at 10:00 a.m., or any adjournment thereof, for the transaction of the following business:-	the proportion of his/her shareholding to be represented by each proxy. e. Where a member of the Company is an authorised nominee as defned under the SICDA, it may appoint at least one (1) proxy but not more than two (2) proxies in respect of each securities account it holds to which shares in the Company standing to the credit of the said account.
A G E N D A	f. Where a member of the Company is an exempt authorised nominee
Ordinary Business	which holds security(ies) standing to the credit of a Securities Account and includes Securities in a Securities Account that is in suspense, in the Company for multiple benefcial owners in one (1) securities account
1. To receive the Audited Financial Statements of the Company and of the Group for the fnancial year ended 31 December 2025 together with the	(“omnibus account”) as defned under SICDA which is exempted from compliance with the provisions of subsection 25A(1) of SICDA, there is no
Reports of the Directors and Auditors thereon. (Refer to Note 2) 2 T th t f Dit’ f bl t th NEti	limit to the number of proxies which the exempt authorised nominee may it i t f h ib t it hld
. o approve e paymen o recors ees payae o e on-xecuve Directors of the Group of up to RM516,000/- for the fnancial year ending 31 December 2027. *Ordinary Resolution 1*	appon n respec o eac omnus accoun os. g. The instrument appointing a proxy shall be in writing under the hand of the appointer or his attorney duly authorised in writing or, in the event the
3. To re-elect Mr. Roy Thean Chong Yew, a Director who retires in accordance	appointer is a corporation, the instrument appointing a proxy must be either
with Clause 21.7 of the Company’s Constitution, and being eligible, has offered	under the appointer’s Common Seal or under the hand of an offcer or
himself for re-election. *Ordinary Resolution 2* 4. To re-elect Mr. Teo Lay Lee, a Director who retires in accordance with Clause 21.7 of the Company’s Constitution, and being eligible, has offered himself for re-election. *Ordinary Resolution 3*	attorney duly authorised. h.Publication of Notice of Annual General Meeting on corporate website Pursuant to Section 320(2) of the Companies Act 2016, a copy of this Notice together with the proxy form are available at the corporate website
5. To re-elect Ms. Foo Yit Lan, a Director who retires in accordance with Clause 21.7 of the Company’s Constitution, and being eligible, has offered herself for	of Teladan Group Berhad athttps://teladan.my/investor-relations/investor- centre-reports/.
re-election. *Ordinary Resolution 4* 6. To re-appoint Messrs. RSM Malaysia PLT as Auditors of the Company until	i. Appointment of Proxy(ies) A member may obtain the proxy form for the 7th AGM vide Note (h) above
the conclusion of the next AGM and to authorise the Board of Directors of the Company to determine their remuneration. *Ordinary Resolution 5*	or the Annual Report (hard copy) or Annual Report (electronic copy) released to Bursa Malaysia Securities Berhad.
Special Business	The instrument appointing a proxy and the power of attorney or other authority (if any), under which it is signed or a notarially certifed copy thereof must be submitted vide either one of the belowmentioned modes
To consider and, if thought ft, with or without any modifcation, to pass the following	, with the Company’s Share Registrar, not less than forty-eight (48) hours
resolutions as Ordinary and Special Resolutions:-	before the time appointed for holding the AGM or adjournment thereof (i.e.
7.PAYMENT OF BENEFITS PAYABLE TO THE DIRECTORS UNDER SECTION 230(1)(b) OF THE COMPANIES ACT 2016 “THATthe benefts payable to the Directors of the Company up to an	on or before Saturday, 23 May 2026 at 10:00 a.m.):- Mode of Submission Designated Address
amount of RM54,000/- for the period from 26 May 2026 until the next	(i) Hard copy form Securities Services (Holdings) Sdn. Bhd. Level 7 Menara Milenium Jalan Damanlela Pusat
Annual General Meeting of the Company to be held in year 2027 pursuant “ ”	, , , Bandar Damansara, Damansara Heights, 50490
to Section 230(1)(b) of the Companies Act, 2016 (the Act), be and is hb d f t” *Odi Rlti 6*	Kuala Lumpur,Wilayah Persekutuan
erey approve or paymen. *rnary esouon* 8.AUTHORITY TO ISSUE SHARES PURSUANT TO THE COMPANIES ACT 2016	(ii) Electronic form (A) Vide Facsimile (Fax Number: 03 - 2094 9940 / 03 - 2095 0292); or B Vid ditd lti il Eil Add
“THATpursuant to Sections 75 and 76 of the Companies Act, 2016 (“the	() e esgnae eecronc ma (ma) ress of Share Registrar: [email protected]
Act”), Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Constitution of the Company, and subject to the approvals of the relevant governmental/regulatory authorities the Directors be and are hereby	A member may call dedicated support line of Securities Services (Holdings) Sdn. Bhd. at 03-2084 9169 for assistance/clarifcation on item 1(i)(ii) above.
, empowered to issue and allot shares in the Company, at any time to such persons and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion deem ft, provided that the aggregate	Explanatory Notes:- (2)Audited Financial Statements for the fnancial year ended 31 December
number of shares issued pursuant to this Resolution does not exceed ten per centum (10%) of the total number of issued shares of the Compan for the time	2025
y being and the Directors be and are also empowered to obtain approval for the listing of and quotation for the additional shares so issued on Bursa Malaysia	This Agenda item is meant for discussion only, as the provision of Section
Securities Berhad (“Bursa Securities”);	340(1)(a) of the Act does not require a formal approval for the Audited Financial Statements from the shareholders Therefore this Aenda item is not ut
THATpursuant to Section 85 of the Act to be read together with Clause 16.6 of the Constitution of the Company, approval be and is hereby given to waive the statutory pre-emptive rights of the shareholders of the Company to be offered	. , g p forward for voting.
new shares of the Company ranking equally to the existing issued shares arising from any issuance of new shares in the Company pursuant to Sections	(3)Payment of Directors’ Fees– Ordinary Resolution 1 Th d Dit’ F bl t th Dit f th C f th
75 and 76 of the Act; AND THATsuch authority shall commence immediately upon the passing of this Resolution and continue to be in force until the conclusion of the next	e propose recors ees payae o e recors o e ompany or e fnancial year ending 31 December 2027 shall be up to a total of RM516,000/- only, comprised the following rates based on responsibilities assumed: -
Annual General Meeting of the Company.” *Ordinary Resolution 7*	Offce Amount(RM) per annum
9.PROPOSED RENEWAL OF AUTHORITY FOR SHARE BUY-BACK OF UP	Board Chairman 90,000/-
TO TEN PER CENTUM (10%) OF THE TOTAL ISSUED SHARE CAPITAL OF	Non-Executive Directors 282,000/-
THE COMPANY “THATsubject to the provisions of the Act the provisions of the Constitution of	SubsidiaryBoard 144,000/- 516000/-
, the Company, the Main Market Listing Requirements of Bursa Securities and all other relevant authority, approval be and is hereby given for the Company,	, The Ordinary Resolution 1, if approved, will authorise the payment of Directors’ Fees pursuant to Clause 214 of the Constitution of the Company
to purchase such number of ordinary shares in the Company as may be	. .
determined by the Directors of the Company from time to time through Bursa Securities, upon such terms and conditions as the Directors of the Company may in their absolute discretion deem ft and expedient in the interest of the	(4)Re-election of Directors– Ordinary Resolutions 2, 3 & 4
Company (“Proposed Renewal of Authority for Share Buy-Back”), provided	In determining the eligibility of the Directors to stand for re-election at the forthcoming 7^thAGM the Nominating Committee (“NC”) guided by the Directors’
that:- (i) the aggregate number of ordinary shares in the Company which may be hd d/ hld b th C t it f ti t t th	,, Assessment Policy and Directors’ Fit and Proper Policy has considered the criteria as stated in the said Policies as well as the requirements of Main LR
purcase anor e y e ompany a any pon o me pursuan o e Proposed Renewal of Share Buy-Back Authority Mandate shall not exceed	of Bursa Securities and recommended the re-election of the following Directors
ten per centum (10%) of the total number of issued ordinary shares of the Company for the time being;	pursuant to Clause 21.7 of the Constitution of the Company: - (i) Mr. Roy Thean Chong Yew; (ii) Mr. Teo Lay Lee; and
(ii) the maximum amount of funds to be allocated by the Company for the purpose of purchasing its own ordinary shares shall not exceed the Company’s retained profts at the time of purchase(s);	(iii) Ms. Foo Yit Lan. (collectively, the “Retiring Directors”)
(iii) the authority conferred by this resolution will be effective immediately upon the passing of this ordinary resolution and will continue to be in force until:-	The Board, vide the NC, has conducted a separate assessment and being satisfed with the performance/contribution/ ft and properness of the Retiring Directors the Board would like to recommend the same be tabled to the
(a) the conclusion of the next AGM of the Company, at which time the	, shareholders for approval at the forthcoming 7^thAGM of the Company under
said authority will lapse unless by an ordinary resolution passed at the general meeting of the Company the authority is renewed either	Ordinary Resolutions 2, 3 and 4 respectively. The ft and proper as well as
, , unconditionally or subject to conditions; (b) the expiration of the period within which the next AGM of the Company	evaluation criteria adopted as well as the process of assessment by the Board have been duly elaborated in the Corporate Governance Overview Statement of the Annual Report 2025 of the Company
is required by law to be held; or (c) revoked or varied by an ordinary resolution passed by the shareholders i l ti hih i th li	. None of the Retiring Directors have any confict of interest or potential confict of interest, including interest in any competing business, that they have with the
n genera meeng, wcever s e earer; (iv) the shares so purchased by the Company pursuant to the Proposed Renewal of Share Buy-Back Authority Mandate be retained as treasury	Company or its subsidiaries. All the Retiring Directors have consented to their re-election, and have abstained from deliberation and votin in relation to their individual re-election
shares which may be distributed as dividends and/or resold on Bursa	g at the NC and Board of Directors’ meetings, respectively.
Securities and/or cancelled and/or transfer for the purposes of or under an employees’ share scheme and/or be dealt with by the Directors of the Company in the manners allowed by the Act;	(5)Re-appointment of Auditors– Ordinary Resolution 5
AND THATauthority be and is hereby given to the Directors of the	“”
Company to take all such steps as are necessary to implement, fnalise and give full effect to the aforesaid with full powers to assent to any	The Audit Committee (AC) have assessed the suitability, objectivity and independence of the External Auditors and recommended the re-appointment of Messrs. RSM Malaysia PLT as External Auditors of the Company for the
condition, modifcation, variation and/or amendment, if any, as may be imosed b the relevant authorities and to do all such acts and thins as	fnancial year ending 31 December 2026. The Board has in turn reviewed
p y g the Directors of the Company may deem ft and expedient in the interests of the Company.” *Ordinary Resolution 8*	the recommendation of the AC and recommended the same be tabled to the shareholders for approval at the forthcoming 7^thAGM of the Company under Ordinar Resolution 5 The evaluation criteria adopted as well as the process of
10. To transact any other business that may be transacted at an AGM, due notice	y . assessment by the AC and Board, respectively, have been duly elaborated in
of which shall have been given in accordance with the Act and the Constitution of the Company	the Corporate Governance Overview Statement of the Annual Report 2025 of
. BY ORDER OF THE BOARD	the Company. (6)Payment of Benefts Payable to Directors– Ordinary Resolution 6
(duly signed) CHUA SIEW CHUAN (SSM PC No 201908002648 & MAICSA 0777689)	The benefts payable to the Non-Executive Directors (“NEDs”) comprise the meeting allowances, medical and insurance coverage. The total amount of
. CHENG CHIA PING (SSM PC No. 202008000730 & MAICSA 1032514) NG LEE YING (SSM PC No. 202408000327 & MAICSA 7081879)	benefts payable to the NEDs is estimated to be up to RM54,000/-, based on the number of scheduled Board/ Board Committee Meetings as well as the number of NEDs involved/ covered.

Company Secretaries

(7) Authority to Issue Shares pursuant to the Companies Act, 2016 - Ordinary Resolution 7 The Company wishes to obtain the mandate on the authority to issue shares of not more than 10% of the total issued shares capital for the time being pursuant to the Act at the 7^th AGM of the Company (hereinafter referred to as the “ General Mandate ”).

Kuala Lumpur 30 April 2026 Notes: (1) Information for Shareholders/Proxies a. This is a physical AGM, where shareholders and/or proxies are invited to attend in-person only.

The Company had obtained the mandate from its members at the last AGM held on 27 May 2025 (“ Previous Mandate ”). As at the date of this Notice, no new shares in the Company were issued pursuant to the Previous Mandate and accordingly, no proceeds were raised.

b. For the purpose of determining a member who shall be entitled to attend this 7^th AGM, the Company shall be requesting Bursa Malaysia Depository Sdn. Bhd. in accordance with Clause 18.7(b) of the Constitution of the Company and Section 34(1) of Securities Industry (Central Depositories) Act, 1991 (“ Act, 1991 (“ SICDA ”) to issue a General Meeting Record of Depositors as at 18 May 2026. Only a depositor whose name appears on the Record of Depositors as at 18 May 2026 shall be entitled to attend the said meeting or appoint proxies to attend and/or speak and/or vote on his/her behalf.

this 7^th AGM, the Company shall be requesting Bursa Malaysia Depository The purpose to seek the General Mandate is to enable the Directors of the Company to issue and allot shares at any time to such persons in their absolute Sdn. Bhd. in accordance with Clause 18.7(b) of the Constitution of the discretion without convening a general meeting as it would be both time and Company and Section 34(1) of Securities Industry (Central Depositories) Act, 1991 (“ SICDA ”) to issue a General Meeting Record of Depositors as cost-consuming to organise a general meeting. This authority unless revoked or varied by the Company in general meeting, will expire at the next AGM. at 18 May 2026. Only a depositor whose name appears on the Record of The proceeds raised from the General Mandate will provide flexibility to the Depositors as at 18 May 2026 shall be entitled to attend the said meeting or Company for any possible fund-raising activities, including but not limited to appoint proxies to attend and/or speak and/or vote on his/her behalf. further placing of shares, for purpose of funding future investment project(s), c. A member entitled to attend and vote at the AGM is entitled to appoint a working capital and/or acquisitions. proxy/proxies to attend, participate, speak and vote instead of him. A proxy may but need not be a member of the Company and a Member may (8) Proposed Renewal of Authority for Share Buy-Back - Ordinary Resolution 8 appoint any person to be his proxy. There shall be no restriction as to the qualification of the proxy. A proxy appointed to attend and vote at a meeting The proposed adoption of the Ordinary Resolution 8 is to renew the authority of the Company shall have the same rights as the member to speak and granted by the shareholders of the Company at the 6^th AGM held on 27 May vote at the meeting. 2025. The proposed renewal will allow the Directors to exercise the power of d. A member may, subject to Notes (e) and (f) below, appoint more than one the Company to purchase not more than 10% of the total number of issued (1) proxy to attend and vote at the AGM, to the extent permitted by the Act, shares of the Company any time within the time period stipulated in the Main SICDA, Main Market Listing Requirements of Bursa Malaysia Securities LR.

d. A member may, subject to Notes (e) and (f) below, appoint more than one (1) proxy to attend and vote at the AGM, to the extent permitted by the Act, SICDA, Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“ Bursa Securities ”) (“ Main LR ”) and the Rules of Central Depository. Where a member appoints two (2) proxies to attend and vote

Please refer to the Statement to Shareholders dated 30 April 2026 for further information.

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TELADAN GROUP BERHAD — Proxy Solicitation & Information Statement 2026

71664_rns_2026-04-28_d9709a3e-c4d0-442f-880a-b48bf1cb74fc.pdf

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TELADAN GROUP BERHAD Proxy Solicitation & Information Statement 2026