Part A - Statement in relation to Proposed Renewal of Shareholders' Mandate for Share Buy-Back; and Part B - Circular to Shareholders in relation to Proposed Shareholders' Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature

CIRCULAR TO SHAREHOLDERS IN RELATION TO (I) PROPOSED RENOUNCEABLE TWO-CALL RIGHTS ISSUE OF 488,920,659 NEW ORDINARY SHARES OF RM1.00 EACH IN KNM GROUP BERHAD (“KNM”) (“KNM SHARES”) (“RIGHTS SHARES”) AT AN INDICATIVE ISSUE PRICE OF RM1.00 FOR EACH RIGHTS SHARE ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING KNM SHARES HELD AS AT AN ENTITLEMENT DATE TO BE DETERMINED LATER TOGETHER WITH 488,920,659 DETACHABLE WARRANTS (“WARRANTS”) ON THE BASIS OF ONE (1) WARRANT FOR EVERY ONE (1) RIGHTS SHARE SUBSCRIBED FOR; (II) PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF KNM; (III) PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL OF KNM FROM RM1,250,000,000 COMPRISING OF 1,250,000,000 KNM SHARES TO RM2,250,000,000 COMPRISING OF 2,250,000,000 KNM SHARES; AND NOTICE OF EXTRAORDINARY GENERAL MEETING

Part A Statement in relation to Proposed Renewal of Shareholders' Mandate for Share Buy-Back; and Part B Circular to Shareholders in relation to Proposed Shareholders' Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature

Part A - Statement in relation to Proposed Renewal of Shareholders' Mandate for Share Buy-Back; and Part B - Circular to Shareholders in relation to Proposed Shareholders' Mandate for Recurrent Related Party Transactions of a revenue or trading nature

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE (I) PROPOSED SHARE CONSOLIDATION INVOLVING THE CONSOLIDATION OF EVERY HOUR (4) EXISTING ORDINARY SHARES OF RM0.25 EACH IN KNM GROUP BERHAD ("KNM") INTO ONE (1) ORDINARY SHARE OF RM1.00 EACH IN KNM; AND (II) PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF KNM

PART A STATEMENT IN RELATION TO (I) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF THE COMPANY (II) PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR SHARE BUY-BACK PART B CIRCULAR TO SHAREHOLDERS IN RELATION TO PROPOSED SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

PART A STATEMENT IN RELATION TO (I) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF THE COMPANY (II) PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR SHARE BUY-BACK PART B CIRCULAR TO SHAREHOLDERS IN RELATION TO PROPOSED SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

SHARE BUY BACK STATEMENT IN RELATION TO THE PROPOSED RENEWAL OF AUTHORITY FOR THE PURCHASE BY KNM OF ITS OWN ORDINARY SHARES

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE AND PROPOSED NEW SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE PROPOSED ACQUISITION BY KNM PROCESS SYSTEMS SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF KNM, OF 100 % EQUITY INTEREST IN BORSIG BETEILIGUNGSVERWALTUNGSGESELLSCHAFT MBH FOR A CASH CONSIDERATION OF EURODOLLAR 350,000,000

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE (I) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO 267,807,215 NEW ORDINARY SHARES OF RM0.25 EACH IN KNM ("RIGHTS SHARES") AT AN INDICATIVE ISSUE PRICE OF RM4.00 PER RIGHTS SHARE ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY FOUR (4) EXISTING ORDINARY SHARES OF RM0.25 EACH HELD IN KNM ("KNM SHARES") ON AN ENTITLEMENT DATE TO BE DETERMINED ("PROPOSED RIGHTS ISSUE"); (II) PROPOSED BONUS ISSUE OF UP TO 2,678,072,150 NEW KNM SHARES ON THE BASIS OF TWO (2) NEW KNM SHARES FOR EVERY ONE (1) EXISTING KNM SHARE HELD AFTER THE PROPOSED RIGHTS ISSUE ON THE ENTITLEMENT DATE FOR WHICH SHALL BE AFTER THE ENTITLEMENT DATE FOR THE PROPOSED RIGHTS ISSUE; (III) PROPOSED ISSUANCE OF FIVE (5)-YEAR SENIOR UNSECURED EXCHANGEABLE BONDS UP TO UNITED STATES OF AMERICA DOLLAR ("USD") 350 MILLION NOMINAL VALUE (OR ITS EURO DOLLAR EQUIVALENT OR RINGGIT MALAYSIA EQUIVALENT) AT 100% OF THE NOMINAL VALUE BY A SUBSIDIARY OF KNM WHICH ARE EXCHANGEABLE INTO NEW KNM SHARES; (IV) PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL OF KNM; AND (V) PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION

CIRCULAR TO SHAREHOLDERS IN RELATION TO I) PROPOSED PURCHASE OF OWN SHARES BY THE COMPANY; AND II) PROPOSED ALLOCATION OF 300,000 EMPLOYEES' SHARE OPTION SCHEME ("ESOS") OPTIONS TO DATO' MOHAMAD IDRIS BIN MANSOR, THE INDEPENDENT NON-EXECUTIVE CHAIRMAN OF KNM GROUP BERHAD UNDER THE EXISTING ESOS

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE AND PROPOSED NEW SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE AND PROPOSED NEW SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE

INTRODUCTORY CIRCULAR IN RELATION TO THE TRANSFER OF THE LISTING OF AND QUOTATION FOR THE ENTIRE ISSUED AND PAID-UP SHARE CAPITAL OF KNM GROUP BERHAD FROM THE SECOND BOARD TO THE MAIN BOARD OF BURSA MALAYSIA SECURITIES BERHAD

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE - PROPOSED JOINT VENTURE BETWEEN KNM INTERNATIONAL SDN BHD ("KNMI"), A WHOLLY-OWNED SUBSIDIARY OF KNM AND FBM-HUDSON ITALIANA SPA ("FBM"), WHICH INVOLVES THE FOLLOWING: - THE PROPOSED ACQUISITION BY KNMI OF 50% OF THE ISSUED AND PAID-UP SHARE CAPITAL OF A COMPANY ("JVCO") INCORPORATED IN JEBEL ALI FREE ZONE, DUBAI, UNITED ARAB EMIRATES ("JAFZ") FROM FBM FOR A CASH CONSIDERATION OF EURO 10 MILLION OR EQUIVALENT TO RM45.6 MILLION (BASED ON THE EXCHANGE RATE OF RM4.56 PER EURO 1.00) ("PROPOSED ACQUISITION"); AND - THE PROPOSED SUBSCRIPTION OF EURO 2 MILLION OR EQUIVALENT TO RM9.12 MILLION (BASED ON EXCHANGE RATE OF RM4.56 PER EURO 1.00) EACH BY KNMI AND FBM RESPECTIVELY NEW ORDINARY SHARES OF JVCO UPON COMPLETION OF THE PROPOSED ACQUISITION - PROPOSED COMMERCIAL COOPERATION BETWEEN KNMI AND FBM