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A N N U A L R E P O R T 2 0 1 6
NOTICE OF
ANNUAL GENERAL MEETING
(vii) The ordinary resolution proposed in item 10 above, if passed, will empower the Directors of the Company to offer and grant awards, and to allot and issue
new ordinary shares in the capital of the Company, pursuant to the vesting of the Award Shares under the Scheme (which was approved by shareholders at the
Extraordinary General Meeting held on 29 April 2009) as may be modified by the Directors of the Company from time to time, provided that the aggregate
number of Shares to be allotted and issued pursuant to the Scheme and all other share option, share incentive, performance share or restricted share plans
implemented by the Company and for the time being in force, shall not exceed fifteen per cent. (15%) of the total number of issued ordinary shares of the
Company (excluding treasury shares) from time to time.
Notes:
(1)
Except for a member who is a Relevant Intermediary as defined under Section 181(6) of the Companies Act (Chapter 50) of Singapore (the ˇ°
Act
ˇ±), a member of
the Company entitled to attend and vote at a meeting of the Company is entitled to appoint not more than two (2) proxies to attend and vote in his/her stead.
Where a member appoints more than one (1) proxy, the appointments shall be invalid unless he/she specifies the proportion of his/her shareholding (expressed
as a percentage of the whole) to be represented by each proxy.
(2)
Pursuant to Section 181(1C) of the Act, a member who is a Relevant Intermediary, is entitled to appoint more than two (2) proxies to attend and vote at the
meeting, but each proxy must be appointed to exercise rights attached to a different share or shares held by such member. Where such member appoints more
than two (2) proxies, the number and class of shares held by such member in relation to which each proxy has been appointed shall be specified in the proxy
form.
ˇ°Relevant Intermediaryˇ± means:
(i)
a banking corporation licensed under the Banking Act (Chapter 19) of Singapore or a wholly owned subsidiary of such a banking corporation, whose
business includes the provision of nominee services and who holds shares in that capacity;
(ii)
a person holding a capital markets service licence to provide custodial services for securities under the Securities and Futures Act (Chapter 289) of
Singapore, and who holds shares in that capacity; or
(iii)
the Central Provident Fund Board established by the Central Provident Fund Act (Chapter 36) of Singapore, in respect of shares purchased under the
subsidiary legislation made under that Act providing for the making of investments from the contributions and interest standing to the credit of members
of the Central Provident Fund, if the Board holds those shares in the capacity of an intermediary pursuant to or in accordance with that subsidiary
legislation.
(3)
The instrument appointing the proxy, duly executed, must be deposited at the registered office of the Company at 2 Woodlands Terrace, Singapore 738427 not
later than 48 hours before the time set for the AGM.
