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IMPERIUM CROWN LIMITED Proxy Solicitation & Information Statement 2025

Jun 25, 2025

67729_rns_2025-06-25_af86aad2-5807-496f-a442-807967abeddd.pdf

Proxy Solicitation & Information Statement

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IMPERIUM CROWN LIMITED

(Company Registration No.: 199505053Z ) (In Provisional Liquidation) (the “ Company ”)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN pursuant to Section 161(1)(b) of the Insolvency, Restructuring and Dissolution Act 2018 (No. 40 of 2018), that an Extraordinary General Meeting (“ EGM ”) of the abovenamed Company will be held at 138 Cecil Street #10-01 Cecil Court Singapore 069538 on 17 July 2025 at 10:00 a.m., to consider and if thought fit, pass the following resolutions:

Special Resolutions:

  1. To resolve that the Company be wound up voluntarily pursuant to Section 160(1)(b) of the Insolvency, Restructuring and Dissolution Act 2018.

  2. To resolve that the Liquidator, upon his appointment, be at liberty to exercise all or any of the powers conferred on them pursuant to the Insolvency, Restructuring and Dissolution Act 2018.

Ordinary Resolutions:

  1. To resolve that Mr. Lam Zi Yang care of Argile Partners Pte. Ltd. at 138 Cecil Street #10-01 Cecil Court Singapore 069538, be nominated by the Company as the Liquidator for the purpose of the winding up.

  2. To resolve that the remuneration of the Liquidator be approved for payment from the assets of the Company on a time cost basis.

25 June 2025 Tan Keng Keat Executive Director

Note:

Format of Meeting

  1. The members of the Company are invited to attend the EGM physically in person. There will be no option for members to participate the EGM virtually. This Notice of EGM and this Proxy Form will be made available to members on SGXNet at the URL https://www.sgx.com/securities/companyannouncements. Printed copies of this Notice of EGM and the accompanying Proxy Form will be sent to members via post.

Attendance at the EGM

  1. Members are advised to bring along your NRIC/passport to enable the Company to verify your identity at the registration counter(s) outside the EGM venue on the day of the event. The Company reserves the right to refuse admittance to the EGM if the attendee’s identity cannot be verified accurately.

Submission of Questions

  1. Members who have questions in relation to any agenda items in this Notice of EGM can ask questions during the EGM physically or can submit their questions to the Company in advance (“ Advanced Questions ”), by 10.00 a.m. on 2 July 2025, through any of the following means:

a) by email to [email protected]; or

b) by post to Argile Partners Pte. Ltd. at 138 Cecil Street #10-01 Cecil Court Singapore 069538.

Members must identify themselves when posting questions through email or mail by providing the following details for verification purposes:

  • i) full name;

  • ii) address;

  • iii) number of shares held; and

  • iv) the manner in which the member holds shares (e.g., via CDP and/or script).

To ensure that questions received by the Company within the stipulated deadline, members are strongly encouraged to submit questions via email.

The Company will endeavour to address all substantial and relevant Advanced Questions through announcement on SGXNet at the URL https://www.sgx.com/securities/company-announcements before 10.00 a.m. on 10 July 2025. This is to allow members to have sufficient time and opportunity to consider the Company’s response before the deadline for the submission of proxy forms.

Any subsequent clarifications sought, or follow up questions, or substantial and relevant questions received after the cut-off at 10.00 a.m. on 2 July 2025 will be consolidated and addressed either before the EGM via an announcement on SGXNet or at the EGM. Where there are substantially similar questions, the Company will consolidate such questions and consequently not all questions may be individually addressed.

The Company will publish the minutes of the EGM, which will include responses from the Board and Management of the Company on the substantial and relevant questions received from Shareholders and Investors via an announcement on SGXNet and the Company’s corporate website within one (1) month after the EGM.

Voting at the EGM by Members and Proxy(ies)

  1. Members will be able to vote at the EGM in person, or by appointing proxy(ies) to vote on their behalf. Duly completed proxy forms must be submitted to the Company in the following manner:

  2. a) if submitted by post, be deposited to Argile Partners Pte. Ltd. at 138 Cecil Street #10-01 Cecil Court Singapore 069538.; or

  3. b) if submitted electronically, be sent via email to [email protected], in either case, must be lodged or received (as the case may be), by 10.00 a.m. on 14 July 2025 , being seventy-two (72) hours before the time appointed for holding the EGM. Please refer to the detailed instructions for appointment of proxy(ies) set out in the Proxy Form.

Personal data privacy:

“Personal data” has the same meaning ascribed to it in the Personal Data Protection Act 2012 of Singapore, which includes name, address, NRIC/passport number of a member and proxy(ies) and/or representative(s) of a member.

By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the EGM of the Company and/or any adjournment thereof, or submitting any question prior to the EGM in accordance with the Notice of EGM, a member of the Company (i) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents, or service providers) for the purposes of (a) processing and administration and analysis by the Company (or its agents, or service providers) of Proxy Forms/instruments appointing proxy(ies) and/or representative(s) for the EGM of the Company (including any adjournment thereof); (b) addressing substantial and relevant questions received from members relating to the resolutions set out in the Notice of EGM before the EGM and if necessary, following up with the relevant members in relation to such questions; (c) preparation and compilation of the attendance lists, proxy lists, minutes (including questions and answers) and other documents relating to the EGM (including any adjournment thereof); and (d) 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 by the relevant authorities (collectively, the “ Purposes ”); (ii) warrants that where the 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 (iii) agrees to indemnify the Company in respect of any penalties, liabilities, claims, losses and damages as a result of the member’s breach of warranty.

Photographic, sound and/or video recordings at the EGM of the Company may be made by the Company for record keeping to ensure the accuracy of the minutes prepared of the EGM of the Company. Accordingly, the personal data of a member may be recorded by the Company (or its agents or service providers) for such Purposes. In the case of a member who is a Relevant Intermediary, by submitting the consolidated list of participants, such member represents and warrants that it has obtained the prior consent of the individuals for the collection, use and disclosure by the Company (or its agents or, service providers) of the personal data of such individuals by the Company (or its agents or, service providers) for any of the Purposes.