AFI Properties Ltd.

AGM Information • Jun 17, 2022

---

title:
author: George M Grainger
date: 2022-06-15 12:59:00+00:00

---

THE COMPANIES (JERSEY) LAW 1991

Special Resolutions of Aseana Properties Limited

(the "Company")

Passed on 17 June 2022

At the Annual General Meeting of the above named Company, duly convened and held at 12 Castle Street, St Helier, Jersey JE2 3RT on 17 June 2022 at 9:30am, the following Special Resolutions were duly passed:

That the Company be and is hereby generally and unconditionally authorised for the purposes of Articles 55 and 57 of the Companies (Jersey) Law 1991 (as amended) to make one or more purchases on the Main Market operated by the London Stock Exchange plc, of its own Ordinary Shares provided that:

the maximum aggregate number of Ordinary Shares hereby authorised to be purchased is 29,783,780 (representing approximately 14.99 per cent. of the Company's issued ordinary share capital (excluding ordinary shares held in treasury));

unless a tender offer is made to all holders of Ordinary Shares, the maximum price to be paid per Ordinary Share must not be more than the higher of:

105 per cent. of the average of the middle market quotations for an Ordinary Share taken from the London Stock Exchange's Main Market for listed securities for the five Business Days immediately preceding the date of repurchase; or

the higher of the price of the last independent trade and the highest current bid on the trading venues where the purchase is carried out;

the minimum price to be paid per Ordinary Share must not be less than US$0.05 or the Sterling equivalent;

unless otherwise renewed, varied or revoked, the authority hereby conferred shall expire on the later of (i) 12 months from the date of passing of this resolution; and (ii) the Company's Annual General Meeting in 2023; and

the Company may make a contract or contracts to purchase the Ordinary Shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after the expiry of such authority and may make a purchase of the Ordinary Shares in pursuance of any such contract or contracts.

That, subject to the provisions of its Articles of Association, the Company be and is hereby generally and unconditionally authorised for the purposes of Article 58A of the Companies (Jersey) Law 1991 (as amended) to hold any Ordinary Shares repurchased under the share buyback authority set out above as treasury shares.