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Appendix
Notice of Annual General Meeting
(Ordinary Resolution 8)
SPECIAL BUSINESS
To consider and, if thought mt, to pass with or without any modimcation, the following
resolutions as Ordinary Resolutions
8. That pursuant to Section 161 of the Companies Act, Chapter 50 of Singapore
and Rule 806 of the Listing Manual of the Singapore Exchange Securities Trading
Limited (“SGX-ST”), authority be and is hereby given to the Directors of the
Company to
(a) (i) issue shares in the capital of the Company (“shares”) whether by way
of rights, bonus or otherwise; and/or
(ii) make or grant offers, agreements or options (collectively, “Instruments”)
that might or would require shares to be issued, including but not limited
to the creation and issue of (as well as adjustments to) securities,
warrants, debentures or other instruments convertible into shares,
at any time and upon such terms and conditions and for such purposes and
to such persons as the Directors may in their absolute discretion deem mt; and
(b) issue shares in pursuance of any Instrument made or granted by the Directors
while this Resolution was in force (notwithstanding the authority conferred
by this Resolution may have ceased to be in force),
provided that
(1) the aggregate number of shares to be issued pursuant to this Resolution
(including shares to be issued in pursuance of Instruments made or granted
pursuant to this Resolution) shall not exceed mfty per cent. (50%) of the total
number of issued shares (excluding treasury shares) in the capital of the
Company (as calculated in accordance with sub-paragraph (2) below),
of which the aggregate number of shares to be issued other than on a pro
rata basis to shareholders of the Company (including shares to be issued
in pursuance of Instruments made or granted pursuant to this Resolution)
shall not exceed ten per cent. (10%) of the total number of issued shares
(excluding treasury shares) in the capital of the Company (as calculated in
accordance with sub-paragraph (2) below);
(2) (subject to such manner of calculation as may be prescribed by the SGX-ST
for the purpose of determining the aggregate number of shares that may be
issued under sub-paragraph (1) above, the total number of issued shares
(excluding treasury shares) in the capital of the Company shall be based on
the total number of issued shares (excluding treasury shares) in the capital
of the Company at the time this Resolution is passed, after adjusting for
(i) any new shares arising from the conversion or exercise of any
convertible securities or share options or vesting of share awards which
are outstanding or subsisting at the time this Resolution is passed; and
(ii) any subsequent bonus issue, consolidation or subdivision of shares;
(3) in exercising the authority conferred by this Resolution, the Company shall
comply with the provisions of the Listing Manual of the SGX-ST for the time
being in force (unless such compliance has been waived by the SGX-ST)
and the Articles of Association for the time being of the Company; and
