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ADDENDUM
(b) off-market purchases (“Off-Market Purchase”) (if effected otherwise than on the Catalist) in accordance with an equal access
scheme as defned in Section 76C of the Companies Act as may be determined or formulated by the Directors as they may
consider ft, which scheme(s) shall satisfy all the conditions prescribed by the Companies Act and the Listing Manual.
Under the Companies Act, an equal access scheme must satisfy all of the following conditions:
(a) offers for the purchase or acquisition of issued shares shall be made to every person who holds issued shares to purchase or
acquire the same percentage of their issued Shares;
(b) all of those persons shall be given a reasonable opportunity to accept the offers made; and
(c) the terms of all the offers are the same, except that there shall be disregarded:
(i) differences in consideration attributable to the fact that offers may relate to shares with different accrued dividend
entitlements;
(ii) (if applicable) differences in consideration attributable to the fact that offers relate to shares with different amounts remaining
unpaid; and
(iii) differences in the offers introduced solely to ensure that each person is left with a whole number of shares.
In addition, the Listing Manual provides that, in making an Off-Market Purchase, the Company must issue an offer document to all
Shareholders which must contain at least the following information:
(a) the terms and conditions of the offer;
(b) the period and procedures for acceptances;
(c) the reasons for the proposed Share Buy-back;
(d) the consequences, if any, of share buy-backs by the Company that will arise under the Take-over Code or other applicable take-
over rules;
(e) whether the Share Buy-back, if made, could affect the listing of the Shares on the SGX-ST;
(f) details of any Share Buy-back made by the Company in the previous 12 months (whether Market Purchase or Off-Market
Purchase), giving the total number of Shares purchased, the purchase price per Share or the highest and lowest prices paid for the
purchases, where relevant, and the total consideration paid for the purchases; and
(g) whether the shares purchased by the Company would be cancelled or kept as treasury shares.
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