annual general meeting

notice of

NOTICE IS HEREBY GIVEN that the 5th Annual General Meeting of Members of NAIM CENDERA

HOLDINGS BERHAD will be held at Holiday Inn Resort Damai Beach, Teluk Bandung, Santubong,

93756 Kuching, Sarawak on Monday, 18th June 2007 at 11.00 a.m. for the following purposes:

ORDINARY BUSINESS

1. Adoption of Financial Statements

To receive and adopt the audited financial statements and reports of Directors and Auditors

for the financial year ended 31st December 2006.

Ordinary Resolution 1

2. Approval of Directors' Fees

To approve Directors' Fees in respect of the financial year ended 31st December 2006.

Ordinary Resolution 2

3. Re-Election of Directors

In accordance with Article 85 of the Company's Articles of Association, the following Directors

retire by rotation from the Board and being eligible, offer themselves for re-election.

Ordinary Resolution 3

Datuk Abdul Hamed Bin Haji Sepawi

Ordinary Resolution 4

Datuk Hasmi Bin Hasnan

Ordinary Resolution 5

Ir. Suyanto Bin Osman

In accordance with Article 92 of the Company's Articles of Association, the following Directors

retire from the Board and being eligible, offer themselves for re-election.

Mr. Sylvester Ajah Subah @ Ajah Bin Subah

Ordinary Resolution 6

Professor Abang Abdullah Bin Abang Mohamad Alli

Ordinary Resolution 7

4. Re-Appointment of Auditors

To re-appoint Messrs. KPMG as Auditors and to authorise the Directors to fix their

remuneration.

Ordinary Resolution 8

SPECIAL BUSINESSES

To consider and, if thought fit, to pass the following as Ordinary Resolutions and Special

Resolution:-

5. ORDINARY RESOLUTION 9 - AUTHORITY TO ALLOT AND ISSUE SHARES

"THAT, subject always to the Companies Act 1965, the Articles of Association of the Company

and the approvals of the relevant governmental/regulatory authorities, the Directors be and

are hereby empowered pursuant to Section 132D of the Companies Act 1965, to issue

shares in the Company from time to time and upon such terms and conditions and for such

purposes as the Directors may deem fit provided that the aggregate number of shares issued

pursuant to this resolution in any one financial year does not exceed 10% of the issued

capital of the Company for the time being and THAT the Directors be and are also empowered

to obtain the approval for the listing and quotation for the additional shares so issued on the

Bursa Malaysia Securities Berhad and THAT such authority shall continue in force until the

conclusion of the next Annual General Meeting of the Company."

Ordinary Resolution 9

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