KNM - Regulatory Advisory on Proposed Disposal of DKNM

We refer to the KNM Group Berhad’s (“KNMG”) announcement dated 9 October 2025, whereby KNMG’s shareholder, MAA Group Berhad (“MAAG”) has convened an extraordinary general meeting (“EGM”) pursuant to section 313 of the Companies Act 2016 (“Act”) to be held on 30 October 2025 for the purpose of considering and, if thought fit, passing the special resolution for the Proposed Disposal of Deutsche KNM GMBH (“DKNM”).

We would like to bring to the attention of KNMG’s shareholders that MAAG is required pursuant to Section 313(4) of the Act to convene the said EGM in the same manner, as nearly as possible, as that in which meetings are requisitioned to be convened by directors of KNMG. This requirement includes compliance by MAAG with the requirements of the Main Market Listing Requirements (“MAIN LR”). Failure to comply with the same by MAAG may constitute a breach of the Act, the MAIN LR, the Capital Markets and Services Act 2007 (“CMSA”) and including the undertakings issued by the directors of KNMG to Bursa Malaysia Securities Berhad (“Bursa Securities”) that at all times they will comply with the requirements of the MAIN LR.

The statutory duty of Bursa Securities under the CMSA, includes, amongst others, is to ensure compliance with the requirements in the MAIN LR. Bursa Securities wishes to bring to your attention the following matters.

1. KNMG’s Regularisation Plan, which comprises of, amongst others, the Proposed Disposal of DKNM, had been rejected on 3 October 2025.
2. KNMG had on 7 October 2025 submitted an appeal to undertake the Proposed Disposal of DKNM and the Proposed Share Capital Reduction as interim corporate proposals pursuant to Paragraph 8.04(3A) of the MAIN LR prior to upliftment from being classified as an Affected Listed Issuer pursuant to Practice Note 17 (“Appeal”). Bursa Securities has yet to make a decision on the Appeal.
3. The Proposed Disposal of DKNM is considered a major disposal pursuant to Paragraph 10.11A of the MAIN LR. Accordingly, a main adviser and an independent adviser are to be appointed, a valuation is to be conducted if the net book value of DKNM contributes 50% or more to the total assets of KNMG, a circular containing information set out in Appendix 10B of the MAIN LR (which has to be reviewed by Bursa Securities) is to be issued to KNMG’s shareholders, and convene a general meeting to seek approval from at least 75% of the total number of issued shares held by the shareholders present and voting.

Bursa Securities has written to and drawn the attention of MAAG to the matters above.

Bursa Securities wish to inform that as at the date of this Listing Circular, it has yet to receive any circular or relevant  documents in relation to the Proposed Disposal of DKNM from MAAG or any advisors in compliance with the MAIN LR. Bursa Securities will continue to monitor developments and will not hesitate to take appropriate action in the event of any breach of the MAIN LR.