FIGTREE HOLDINGS LIMITED — AGM Information 2025

Apr 14, 2025

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NOTICE IS HEREBY GIVEN that the Annual General Meeting (“AGM”) of Figtree Holdings Limited (the “Company”) will be held at 8 Jalan Kilang Barat, #03-09 Central Link, Singapore 159351 on Wednesday, 30 April 2025 at 2.30 p.m. for the following purposes:-

ORDINARY BUSINESS

1. To receive and adopt the Directors’ Statement and the audited financial statements for the financial year ended 31 December 2024 together with the Independent Auditor’s Report thereon. [Resolution 1]

2. To re-elect Mr Siaw Ken Ket @ Danny Siaw retiring pursuant to Regulation 98 of the Constitution of the Company. [Resolution 2]

Mr Siaw Ken Ket @ Danny Siaw will, upon re-election as Director of the Company, remain as the Executive Director and Managing Director of the Company and a member of the Nominating Committee. Information of Mr Siaw Ken Ket @ Danny Siaw can be found on page 118 of the Annual Report. There are no relationships including immediate family relationships between Mr Siaw Ken Ket @ Danny Siaw and other Directors or its 5% shareholders.

1. To re-elect Mr Sho Kian Hin retiring pursuant to Regulation 102 of the Constitution of the Company. [Resolution 3]

Mr Sho Kian Hin will, upon re-election as Director of the Company, remain as the Non-Executive Independent Chairman, Chairman of the Audit Committee and Nominating Committee and a member of Remuneration Committee. He will be considered independent for the purpose of Rule 704(7) of the Listing Manual (Section B: Rules of Catalist) of the Singapore Exchange Securities Trading Limited (the “Catalist Rules”). Information of Mr Sho Kian Hin can be found on page 118 of the Annual Report. There are no relationships including immediate family relationships between Mr Sho Kian Hin and other Directors or its 5% shareholders.

1. To re-elect Ms Yap Siew Ling retiring pursuant to Regulation 102 of the Constitution of the Company. [Resolution 4]

Ms Yap Siew Ling will, upon re-election as Director of the Company, remain as the Non-Executive Independent Director, Chairperson of the Remuneration Committee, and a member of Audit Committee and Nominating Committee. She will be considered independent for the purpose of Rule 704(7) of the Catalist Rules. Information of Ms Yap Siew Ling can be found on page 118 of the Annual Report. There are no relationships including immediate family relationships between Ms Yap Siew Ling and other Directors or its 5% shareholders.

1. To approve Directors’ fees of S$221,311.48 for the financial year ended 31 December 2024. [2023 :S$240,000] [Resolution 5]

2. To re-appoint Foo Kon Tan LLP as auditors of the Company and to authorise the Directors to fix their remuneration. [Resolution 6]

3. To transact any other ordinary business which may properly be transacted at an Annual General Meeting.

SPECIAL BUSINESS

To consider and, if thought fit, to pass the following ordinary resolutions, with or without any modifications:

1. Authority to allot and issue shares

“That pursuant to Section 161 of the Companies Act 1967 (the “Act”) and subject to Rule 806 of the Catalist Rules, authority be and is hereby given to the Directors of the Company to:

• (a) (i) allot and issue shares in the capital of the Company (“Shares”) (whether by way of rights, bonus or otherwise); and/or

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• (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) options, 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 fit; and

• (b) (notwithstanding that the authority conferred by this Resolution may have ceased to be in force) issue Shares pursuant to any Instruments made or granted by the Directors while this Resolution was in force,

provided always that:

• (i) the aggregate number of Shares (including Shares to be issued in pursuance to Instruments made or granted pursuant to this Resolution) to be issued pursuant to this Resolution does not exceed 100% of the issued Shares (excluding treasury shares and subsidiary holdings) (as calculated in accordance with sub-paragraph (ii) below), of which the aggregate number of Shares (including Shares to be issued in pursuance to Instruments made or granted pursuant to this Resolution) to be issued other than on a pro-rata basis to existing shareholders of the Company does not exceed 50% of the issued Shares (excluding treasury shares and subsidiary holdings) (as calculated in accordance with sub-paragraph (ii) below);

• (ii) (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 (i) above, the percentage of issued Shares (excluding treasury shares and subsidiary holdings) shall be based on the issued Shares (excluding treasury shares and subsidiary holdings) at the time this Resolution is passed, after adjusting for:-

• (a) new Shares arising from the conversion or exercise of any convertible securities;

• (b) new Shares arising from exercising of share options or vesting of share awards which are outstanding and/or subsisting at the time this Resolution is passed, provided the share options and share awards were granted in compliance with Part VIII of Chapter 8 of the Catalist Rules; and

• (c) any subsequent bonus issue, consolidation or subdivision of Shares.

Any adjustments made in accordance with sub-paragraphs (ii)(a) or (ii)(b) above shall only be made in respect of new Shares arising from convertible securities and Instruments which were issued and outstanding and/or subsisting at the time of the passing of this Resolution.

• (iii) in exercising the authority conferred by this Resolution, the Company shall comply with the provisions of the Catalist Rules for the time being in force (unless such compliance has been waived by the SGX-ST), all applicable legal requirements under the Act and the Constitution for the time being of the Company; and

• (iv) unless revoked or varied by the Company in general meeting, such authority conferred by this Resolution shall continue in force until the conclusion of the next Annual General Meeting of the Company or by the date by which the next Annual General Meeting of the Company is required by law to be held, whichever is the earlier.” (See Explanatory Note 1) [Resolution 7]

By Order of the Board Chan Lai Yin

Company Secretary 15 April 2025 Singapore

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EXPLANATORY NOTES ON THE SPECIAL BUSINESS TO BE TRANSACTED:

Resolution 7, if passed, will empower the Directors of the Company from the date of this Annual General Meeting until the date of the next Annual General Meeting, to allot and issue Shares and convertible securities in the Company. The number of Shares and convertible securities which the Directors may allot and issue under this Resolution would not exceed 100% of the issued Shares (excluding treasury shares and subsidiary holdings) at the time of passing this Resolution. For issue of Shares other than on a pro-rata basis to all shareholders of the Company, the aggregate number of Shares and convertible securities to be issued shall not exceed 50% of the issued Shares (excluding treasury shares and subsidiary holdings). This authority will, unless revoked or varied at a general meeting, expire at the next Annual General Meeting of the Company or by the date by which the next Annual General Meeting of the Company is required by law to be held, whichever is earlier.

Notes:

1. Participation

The members of the Company are invited to attend the AGM physically in person. There will be no option for members to participate at the AGM virtually. The Company’s Annual Report, Notice of AGM and Proxy Form will be made available on the SGX website at the URL https://www.sgx.com/securities/company-announcements and on the Company’s corporate website at the URL https://www.fgtreeasia.com. Printed copies of these documents will be sent to members via post.

Each of the resolutions to be put to the vote of members at the AGM (and at any adjournment thereof) will be voted on by way of a poll.

A member who is not a relevant intermediary is entitled to appoint not more than two (2) proxies to attend, speak and vote at the AGM. Where such member appoints two (2) proxies, he/she should specify the proportion of his/her shareholding (expressed as a percentage of the whole) to be presented by each proxy in the instrument appointing a proxy or proxies. If no proportion is specified, the Company shall be entitled to treat the first named proxy as representing the entire number of shares entered against his name in the Depository Register and any second named proxy as an alternate to the first named.

A member who is a relevant intermediary is entitled to appoint more than two (2) proxies to attend, speak and vote at the AGM, but each proxy must be appointed to exercise the 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 in relation to which each proxy has been appointed shall be specified in the instrument appointing a proxy or proxies. A proxy need not to be a member of the Company. “Relevant intermediary” has the meaning ascribed to it in Section 181(6) of the Companies Act 1967.

A member can appoint the Chairman of the Meeting as his/her/its proxy, but this is not mandatory.

A proxy need not be a member of the Company. The Chairman of the AGM, as proxy, need not be a member of the Company.

2. Submission of Questions

A member who wishes to ask questions in advance of the AGM related to the resolutions to be tabled for approval at the AGM, must submit their questions by 2.30 p.m. on 22 April 2025 via email to agm@fgtreeasia.com. When sending in your questions, provide your full name, address, contact details and the manner in which you hold shares in the Company (eg via CDP, CPF or SRS).

The Company shall only address substantial and relevant questions (as may be determined by the Company in its sole discretion) received from members in advance of the AGM via SGXNet and on the Company’s corporate website at the URLs https://www. sgx.com/securities/company-announcements and https://www.fgtreeasia.com no later than 2.30 p.m. on 25 April 2025.

The Company endeavours to address (i) subsequent clarifications sought (ii) follow-up questions or (iii) subsequent substantial and relevant questions which are received after its responses referred to the above, at the AGM itself. Where substantial similar questions are received, the Company will consolidate such questions and consequently not all questions may be individually addressed.

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The Company will endeavour to, within one (1) month after the date of the AGM, publish the minutes on the SGX website at the URL https://www.sgx.com/securities/company-announcements and on the Company’s corporate website at the URL https://www. fgtreeasia.com.

3. Submission of Proxy Form

The instrument appointing a proxy(ies) must be under the hand of the appointor or by his/her attorney duly authorised in writing. Where the instrument appointing a proxy(ies) is executed by a corporation, it must be executed either under its seal or under the hand of an officer or attorney duly authorised.

The instrument appointing a proxy(ies) must be submitted to the Company in the following manner:

• (a) if in hard copy by post, be lodged at the registered office of the Company, at 8 Jalan Kilang Barat, #03-01 Central-Link, Singapore 159351; or

(b) if by email, be received by agm@fgtreeasia.com

in either case, no later than 2.30 p.m. on 27 April 2025.

Members are strongly encouraged to submit completed Proxy Forms via email to the email address provided above.

Investors who hold their Shares through relevant intermediaries as defined in Section 181(6) of the Companies Act 1967 (including SRS investors and holders under depository agents) and who wish to exercise their votes by appointing the Chairman of the Meeting as proxy should approach their respective relevant intermediaries (including their respective SRS approved banks or depository agents) to submit their voting instructions by 2.30 p.m. on 23 April 2025 in order to allow sufficient time for their respective relevant intermediaries to in turn submit a proxy form to appoint the Chairman of the Meeting to vote on their behalf by 2.30 p.m. on 27 April 2025.

The Company shall be entitled to reject the instrument appointing a proxy(ies) if it is incomplete, improperly completed, illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy(ies) (including any related attachment) (such as in the case where the appointor submits more than one instrument appointing a proxy(ies)).

In the case of a member whose Shares are entered against his/her name in the depository register (as defined in Section 81SF of the Securities and Futures Act 2001), the Company may reject any instrument appointing a proxy(ies) lodged if such member is not shown to have Shares entered against his/her/ its name in the depository register as at 72 hours before the time appointed for the AGM, as certified by The Central Depository (Pte) Limited to the Company.

PERSONAL DATA PRIVACY:

By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the Annual General Meeting and/or any adjournment thereof, a member of the Company (a) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents or service providers) for the purpose of the processing, administration and analysis by the Company (or its agents or service providers) of proxies and representatives appointed for the Annual General Meeting (including any adjournment thereof) and the preparation and compilation of the attendance lists, minutes and other documents relating to the Annual General Meeting (including any adjournment thereof), and in order for the Company (or its agents or service providers) to comply with any applicable laws, listing rules, take-over rules, regulations and/or guidelines (collectively, the “Purposes”), (b) warrants that where the member discloses the personal data of the member’s proxy(ies) and/or representative(s) to the Company (or its agents or service providers), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents or service providers) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (c) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.