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KOP LIMITED — AGM Information 2025
Jul 8, 2025
67732_rns_2025-07-08_93930a60-8ad8-4fb7-9796-15f04887fdda.pdf
AGM Information
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ANNUAL REPORT 2025 1
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(Company Registration No. 200415164G)
(Incorporated in the Republic of Singapore)
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the Annual General Meeting (“ AGM ”) of KOP Limited (“ Company ”) will be convened and held at Octagon, Level 1 @ Golf Clubhouse, Orchid Country Club, 1 Orchid Club Road, Singapore 769162 on Wednesday, 23 July 2025 at 3.00 p.m. for the following purposes.
ORDINARY BUSINESS
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To receive and adopt the Directors’ Statement and the Audited Financial Statements of the Company and the Group for the financial year ended 31 March 2025 together with the Auditors’ Report thereon. (Resolution 1)
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To approve a final dividend (one-tier tax exempt) of 0.09 Singapore cent per ordinary share for the financial year ended 31 March 2025. (Resolution 2)
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To approve the payment of Directors’ fees of S$162,000 for the financial year ending 31 March 2026, to be paid quarterly in arrears. (2025: S$154,000) (Resolution 3)
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To re-elect the following Directors retiring pursuant to Regulation 112 and Regulation 122(2) of the Constitution of the Company:
| 5. 6. |
Regulation 112 Ms. Ong Chih Ching (Resolution 4) Mr. Jimmy Yim Wing Kuen (Resolution 5) Regulation 122(2) Mr. Wilson Christopher Geoffrey (Resolution 6) [See Explanatory note (i)] To re-appoint Messrs Moore Stephens LLP as the Independent Auditor of the Company and to authorise the Directors to fix their remuneration. (Resolution 7) To transact any other ordinary business which may properly be transacted at an AGM. |
|---|---|
SPECIAL BUSINESS
To consider and if thought fit, to pass the following resolutions as ordinary resolutions, with or without modifications:
- Authority to issue shares in the capital of the Company pursuant to Section 161 of the Companies Act 1967 (“ Companies Act ”) and Rule 806 of the Listing Manual – Section B: Rules of the Catalist of the Singapore Exchange Securities Trading Limited (“ SGX-ST ”) (“ Catalist Rules ”)
That pursuant to Section 161 of the Companies Act and Rule 806 of the Catalist Rules, the Directors of the Company be authorised and empowered to:
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(a) (i) issue shares in 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 the authority conferred by this Resolution may have ceased to be in force) issue shares pursuant to any Instrument made or granted by the Directors while this Resolution was in force,
2 KOP LIMITED
NOTICE OF ANNUAL GENERAL MEETING
(“ Share Issue Mandate ”)
provided that:
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(1) the aggregate number of shares (including shares to be issued pursuant to the Instruments, made or granted pursuant to this Resolution) and Instruments to be issued pursuant to this Resolution shall not exceed one hundred per centum (100%) of the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below), of which the aggregate number of shares and Instruments to be issued other than on a pro rata basis to existing shareholders of the Company shall not exceed fifty per centum (50%) of the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below);
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(2) (subject to such calculation as may be prescribed by the SGX-ST) for the purpose of determining the aggregate number of shares and Instruments that may be issued under sub-paragraph (1) above, the percentage of issued shares and Instruments shall be based on the number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company at the time of the passing of this Resolution, after adjusting for:
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(a) new Shares arising from the conversion or exercise of the Instruments or any convertible securities;
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(b) new Shares arising from exercising share options or vesting of share awards provided the share options or share awards (as the case may be) were granted in compliance with Part VIII of Chapter 8 of the Catalist Rules; and
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(c) any subsequent bonus issue, consolidation or subdivision of Shares;
Adjustments in accordance with Rule 806(3)(a) or Rule 806(3)(b) of the Catalist Rules are only to be made in respect of new shares arising from convertible securities, share options or share awards which were issued and outstanding or subsisting at the time of the passing of the resolution approving the mandate.
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(3) in exercising the Share Issue Mandate 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) and the Constitution of the Company; and
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(4) unless revoked or varied by the Company in a general meeting, the Share Issue Mandate shall continue in force (i) until the conclusion of the next AGM of the Company or the date by which the next AGM of the Company is required by law to be held, whichever is earlier or (ii) in the case of shares to be issued in pursuance of the Instruments, made or granted pursuant to this Resolution, until the issuance of such shares in accordance with the terms of the Instruments.
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[See Explanatory note (ii)] (Resolution 8)
Renewal of the Share Purchase Mandate
That:
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(a) for the purposes of Section 76C and 76E of the Companies Act, the exercise by the Directors of the Company (“ Directors ”) of all the powers of the Company to purchase or otherwise acquire issued ordinary shares in the capital of the Company (“ Shares ”) not exceeding in aggregate the Maximum Percentage (as hereafter defined), at such price or prices as may be determined by the Directors from time to time up to the Maximum Price (as hereafter defined), whether by way of:
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(i) on-market purchase(s) (each a “ Market Purchase ”), transacted on Catalist Board (“ Catalist ”) of the SGX-ST; and/or
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(ii) off-market purchase(s) (each an “ Off-Market Purchase ”) effected otherwise than on Catalist in accordance with any equal access scheme(s) as may be determined or formulated by the Directors of the Company as they consider fit, which scheme(s) shall satisfy all the conditions prescribed by the Catalist Rules and the Companies Act, and otherwise in accordance with all other laws and regulations and rules of the SGX-ST as may for the time being be applicable, be and is hereby authorised and approved generally and unconditionally (“ Share Purchase Mandate ”);
ANNUAL REPORT 2025 3
NOTICE OF ANNUAL GENERAL MEETING
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(b) unless varied or revoked by the Company in general meeting, the authority conferred on the Directors pursuant to the Share Purchase Mandate may be exercised by the Directors at any time and from time to time during the period commencing from the date of the passing of this Resolution and expiring on the earliest of:
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(i) the date on which the next AGM of the Company is held or required by law to be held;
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(ii) the date on which the purchases or acquisitions of Shares by the Company pursuant to the Share Purchase Mandate are carried out to the full extent mandated;
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(iii) the date on which the authority conferred by the Share Purchase Mandate is varied or revoked by Shareholders in general meeting;
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(c) in this Resolution:
“ Average Closing Price ” means the average of the closing market prices of a Share over the last five (5) Market Days on which the Shares are transacted on Catalist immediately preceding the date of the Market Purchase by the Company or, as the case may be, the date of the making of the offer pursuant to the Off-Market Purchase, and deemed to be adjusted for any corporate action that occurs after the relevant five-day period and the day on which the purchases are made;
“ Date of the making of the offer ” means the date on which the Company makes an offer for the purchase or acquisition of Shares from holder of Shares, stating therein the relevant terms of the equal access scheme for effecting the Off-Market Purchase;
“ Maximum Percentage” means that number of issued Shares representing 10% of the total number of issued Shares as at the date of the passing of this Resolution (excluding any Shares which are held as treasury shares and subsidiary holdings as at that date); and
“ Maximum Price ” in relation to a Share to be purchased or acquired, means the purchase price (excluding brokerage, commission, applicable goods and services tax and other related expenses) which shall not exceed:
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(i) in the case of a Market Purchase of a Share, 105% of the Average Closing Price of the Shares; and
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(ii) in the case of an Off-Market Purchase of a Share, 120% of the Average Closing Price of the Shares;
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(d) the Directors and/or any of them be and are hereby authorised to complete and do all such acts and things (including executing such documents as may be required) as they and/or he may consider expedient or necessary to give effect to the transactions contemplated and/or authorised by this Resolution.
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[See Explanatory note (iii)] (Resolution 9)
By Order of the Board
Ms. Shirley Tan Sey Liy Company Secretary Singapore, 8 July 2025
4 KOP LIMITED
NOTICE OF ANNUAL GENERAL MEETING
Explanatory Notes:
- (i) Ms. Ong Chih Ching (“ Ms. Ong ”), will upon re-election as a Director of the Company, remains as the Executive Chairman and Executive Director of the Company.
Mr. Jimmy Yim Wing Kuen (“ Mr. Yim ”) will, upon re-election as a Director of the Company, remain as the Lead Independent Director, the Chairman of the Remuneration Committee and a member of the Audit and Risk Committee and Nominating Committee of the Company. There are no relationships (including family relationships) between Mr. Yim and the other Directors, the Company, its related corporations, its officers or its substantial shareholders, which may affect his independence. The Board considers Mr. Yim to be independent for the purposes of Rule 704(7) of the Catalist Rules.
Mr. Wilson Christopher Geoffrey (“ Mr. Wilson ”) will, upon re-election as a Director of the Company, remain as the Independent Director, the Chairman of the Nominating Committee and a member of the Audit and Risk Committee and Remuneration Committee of the Company. There are no relationships (including family relationships) between Mr. Wilson and the other Directors, the Company, its related corporations, its officers or its substantial shareholders, which may affect his independence. The Board considers Mr. Wilson to be independent for the purposes of Rule 704(7) of the Catalist Rules.
Please refer to page 29 to 34 of the annual report for the detailed information for Ms. Ong, Mr. Yim and Mr. Wilson required pursuant to Rule 720(5) of the Catalist Rules.
(ii) Resolution 8 above, if passed, will empower the Directors of the Company from the date of this AGM until the date of the next AGM of the Company, or the date by which the next AGM of the Company is required by law to be held or such authority is varied or revoked by the Company in a general meeting, whichever is the earlier, to issue shares, make or grant instruments convertible into shares and to issue shares pursuant to such instruments, up to a number not exceeding, in total, one hundred per centum (100%) of the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company, of which up to fifty per centum (50%) may be issued other than on a pro rata basis to existing shareholders of the Company. For determining the aggregate number of shares that may be issued, the percentage of issued shares in the capital of the Company will be calculated based on the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company at the time this Resolution is passed after adjusting for new shares arising from the conversion or exercise of the Instruments or any convertible securities, the exercise of share options or the vesting of share awards outstanding or subsisting at the time when this Resolution is passed and any subsequent bonus issues, consolidation or subdivision of shares.
- (iii) Resolution 9 above, if passed, will empower the Directors of the Company effective until the conclusion of the next AGM of the Company or the date by which the next AGM of the Company is required by law to be held, whichever is the earlier, to repurchase ordinary shares of the Company by way of market purchases or off-market purchases of up to 10% of the total number of issued shares (excluding treasury shares) in the capital of the Company at the Maximum Price as defined in Section 2.8.3 of the Appendix. The rationale for, the authority and limitation on, the sources of funds to be used for the purchase or acquisition including the amount of financing and the financial effects of the purchase or acquisition of ordinary shares by the Company pursuant to the Share Purchase Mandate on the audited consolidated financial accounts of the Group for the financial year ended 31 March 2025 are set out in greater detail in the Appendix.
NOTICE OF RECORD AND DIVIDEND PAYMENT DATES
NOTICE IS HEREBY GIVEN that the Share Transfer Books and Register of Members of the Company will be closed at 5.00 p.m. on 4 August 2025 (the “ Record Date ”) for the purpose of determining the entitlements of the shareholders of the Company to the proposed final dividend (one-tier tax exempt) of 0.09 Singapore cents per ordinary share for the financial year ended 31 March 2025, subject to shareholders’ approval at the AGM scheduled to be held on 23 July 2025. Duly completed registrable transfers received by the Company’s Share Registrar, In.Corp Corporate Services Pte. Ltd. at 36 Robinson Road, #20-01 City House, Singapore 068877 up to 5.00 p.m. on the Record Date will be registered to determine the shareholders’ entitlements to the said dividend. Shareholders whose Securities Accounts with The Central Depository (Pte) Limited are credited with ordinary shares in the capital of the Company up to 5.00 p.m. on the Record Date will be entitled to such dividend. The proposed payment of the dividend, if approved by the shareholders at the AGM, will be paid on 13 August 2025.
ANNUAL REPORT 2025 5
NOTICE OF ANNUAL GENERAL MEETING
Notes:
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The members of the Company are invited to attend physically only at the AGM. This Notice of AGM, Proxy Form, Request Form, Appendix and Annual Report will be sent to members by electronics means via publication on the Company’s corporate website at http://www.koplimited.com and is also made available on SGXNET at https://www.sgx.com/securities/company-announcements. Printed copies of this Notice of AGM, Proxy Form and Request Form will also be sent by post to members.
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A member of the Company (other than a Relevant Intermediary*) entitled to attend and vote at the AGM is entitled to appoint one or two proxies to attend and vote in his/her stead. A proxy need not be a member of the Company. The accompanying proxy form for the AGM may be accessed via the Company’s corporate website at http://www.koplimited.com, and will also be made available on the SGX website at https://www.sgx.com/securities/companyannouncements. Printed copies of the proxy form for the AGM will also be sent by post to members.
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A Relevant Intermediary* may appoint more than two proxies, but each proxy must be appointed to exercise the rights attached to a different Share or Shares held by him (which number and class of shares shall be specified).
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Where a member appoints two proxies, he/she shall specify the proportion of his/her shareholding to be represented by each proxy in the Instrument appointing the proxies.
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A member of the Company which is a corporation is entitled to appoint its authorised representative or proxy to vote on its behalf. The appointment of proxy must be executed under seal or the hand of its duly authorised officer or attorney in writing.
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The Instrument appointing a proxy or proxies must be submitted to the Company in the following manner:
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(a) if submitted by post, be lodged at the Company’s registered office of the Company at 316 Tanglin Road, #01-01, Phoenix Park, Singapore 247978; or
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(b) if submitted electronically, be submitted via email to the Company’s Share Registrar at [email protected],
in either case by no later than 3.00 p.m. on 20 July 2025, being seventy-two (72) hours before the time appointed for the AGM (“ Cut-Off Time ”).
Members are strongly encouraged to submit completed proxy forms electronically via email to the Company’s Share Registrar.
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In view of the guidance note issued by the Singapore Exchange Regulation, a member may ask question relating to the item on the agenda of the AGM by: –
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(a) submitting question via post to the Company’s registered office at 316 Tanglin Road, #01-01, Phoenix Park, Singapore 247978 in advance of the AGM no later than 15 July 2025 at 3.00 p.m.; or
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(b) in person at the AGM.
Shareholders submitting questions are required to state:
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(a) their full name as it appears in the records of The Central Depository (Pte) Limited (“ CDP ”)/ Central Provident Fund (“ CPF ”) Investment Scheme/ Supplementary Retirement Scheme (“ SRS ”);
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(b) their identification/registration number; and
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(c) the manner in which his/her/its shares in the Company are held (e.g. via CDP, CPF, or SRS),
failing which the Company shall be entitled to regard the submission as invalid and not respond to the question(s) submitted.
The Company will endeavour to address all substantial and relevant questions relating to the resolutions to be tabled for approval at the AGM as received from Shareholders before the AGM on SGXNET and the Company’s corporate website at http://www.koplimited.com at least forty-eight (48) hours prior to the Cut-Off Time for the lodgement of the proxy form on 18 July 2025, 3.00 p.m. or in person at the AGM for the relevant questions received during the AGM.
The Company will publish the minutes of the AGM on SGXNET and the Company’s corporate website within one month after the date of the AGM and the minutes will include the responses to the questions referred to above.
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A Relevant Intermediary is:
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(a) a banking corporation licensed under the Banking Act 1970 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; or
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(b) a person holding a capital markets services licence to provide custodial services for securities under the Securities and Futures Act 2001 and who holds shares in that capacity; or
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(c) the Central Provident Fund Board established by the Central Provident Fund Act 1953, 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 Central Provident Fund Board holds those shares in the capacity of an intermediary pursuant to or in accordance with that subsidiary legislation.
6 KOP LIMITED
NOTICE OF ANNUAL GENERAL MEETING
PERSONAL DATA PRIVACY
By (a) submitting an Instrument appointing a proxy(ies) and/or representative(s) or the Chairman of the AGM as a proxy to vote at the AGM and/or any adjournment thereof, or (b) submitting any question prior to the AGM in accordance with this Notice of AGM, a member of the Company consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents or service providers) for the following purposes:
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(i) processing and administration by the Company (or its agents) of proxy forms appointing a proxy(ies) and/or representative(s) or the Chairman of the AGM as a proxy for the AGM (including any adjournment thereof) and the preparation and compilation of the attendance lists, proxy lists, minutes and other documents relating to the AGM (including any adjournment thereof);
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(ii) addressing relevant and substantial questions from members received before the AGM and if necessary, following up with the relevant members in relation to such questions;
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(iii) preparation and compilation of the attendance list, proxy list, minutes and other documents relating to the AGM (including any adjournment thereof); and
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(iv) enabling the Company (or its agents or service providers) to comply with any applicable laws, listing rules, regulations and/or guidelines by the relevant authorities.
Photographic, sound and/or video recordings of the AGM may be made by the Company for record keeping and to ensure the accuracy of the minutes prepared of the AGM. Accordingly, the personal data of a member of the Company (such as his name, his presence at the AGM and any questions he may raise or motions he propose/second) may be recorded by the Company for such purpose.
KOP LIMITED
(Company Registration No. 200415164G)
(Incorporated In Singapore)
ANNUAL GENERAL MEETING PROXY FORM
(Please see notes overleaf before completing this Form)
IMPORTANT:
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ANNUAL REPORT 2025 7
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- Relevant intermediaries as defined in Section 181 of the Companies Act 1967 may appoint more than two (2) proxies to attend, speak and vote at the AGM.
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An investor who holds shares under the Central Provident Fund Investment Scheme (“ CPF Investor ”) and/or the Supplementary Retirement Scheme (“ SRS Investor ”) and wishes to vote should approach their respective CPF Agent Banks and/or SRS Operators to submit their votes to appoint the Chairman of the AGM as their proxy, at least seven (7) working days before the AGM.
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This Proxy Form is not valid for use by CPF and SRS Investors and shall be ineffective for all intents and purposes if used or purported to be used by them.
I/We,__________(Name)____(NRIC/Passport No) of_________________(Address) being a member/members of KOP LIMITED (“ Company ”), hereby appoint:
| being a member/members of KOP LIMITED (“Compa* | ny”), hereby appoint: | ||
|---|---|---|---|
| Name | NRIC/Passport No. | Proportion of Shareholdings | |
| No. of Shares | % | ||
| Address | |||
| and/or (delete as appropriate) | |||
| Name | NRIC/Passport No. | Proportion of Shareholdings | |
| No. of Shares | % | ||
| Address |
or failing him/her/them, the Chairman of the Annual General Meeting (the “ AGM ”) of the Company as my/our proxy/proxies to attend and to vote for me/us on my/our behalf at the AGM to be held on Wednesday, 23 July 2025 at 3.00 p.m. at Octagon, Level 1 @ Golf Clubhouse, Orchid Country Club, 1 Orchid Club Road, Singapore 769162 and at any adjournment thereof. I/We direct my/our proxy/ proxies to vote for or against, or abstain from voting on the ordinary resolutions to be proposed at the AGM as indicated hereunder.
If no specific direction as to voting is given or in the event of any other matter arising at the AGM and at any adjournment thereof, the proxy/proxies (other than the Chairman of the AGM as proxy) will vote or abstain from voting at his/her/their discretion. In appointing the Chairman of the AGM as proxy, Shareholders (whether individuals or corporates) must give specific instructions as to voting, or abstentions from voting, in the form of proxy, failing which the appointment will be treated as invalid. All Resolutions put to vote at the AGM shall be decided by way of poll.
| No. | Resolutions relating to: | No. of Votes ‘For’** |
No. of Votes ‘Against’** |
No. of Votes ‘Abstain’** |
|---|---|---|---|---|
| Ordinary Business | ||||
| 1 | Adoption of the Directors’ Statement, Audited Financial Statements and Auditors’ Report for the financial year ended 31 March 2025 |
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| 2 | Approval of final dividend (one-tier tax exempt) of 0.09 Singapore cent per ordinary share for the financial year ended 31 March 2025 |
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| 3 | Approval of Directors’ fees amounting to S$162,000 for the financial year ending 31 March 2026, to be paid quarterly in arrears |
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| 4 | Re-election of Ms. Ong Chih Ching as a Director | |||
| 5 | Re-election of Mr. Jimmy Yim Wing Kuen as a Director | |||
| 6 | Re-election of Mr. Wilson Christopher Geoffrey as a Director | |||
| 7 | Re-appointment of Messrs Moore Stephens LLP as the Independent Auditor and to authorise the Directors to fix their remuneration |
|||
| Special Business | ||||
| 8 | Authority for Directors to allot and issue new shares | |||
| 9 | Approval of renewal of Share Purchase Mandate |
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Delete where inapplicable
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** If you wish to exercise all your votes ‘For’ or ‘Against’ or ‘Abstain’, please tick (√) within the box provided. Alternatively, please indicate the number of votes as appropriate. If you mark the abstain box for a particular resolution, you are directing your proxy not to vote on that resolution on a poll and your votes will not be counted in computing the required majority on a poll.
Dated this __ day of _____ 2025
| Total number of Shares in: | No. of Shares |
|---|---|
| (a)CDP Register | |
| (b)Register of Members |
__________ Signature of Member and/or, Common Seal of Corporate Shareholder_
IMPORTANT: Please read notes overleaf
Notes:
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Please insert the total number of Shares held by you. If you have Shares entered against your name in the Depository Register (as defined in Section 81SF of the Securities and Futures Act 2001 of Singapore), you should insert that number of Shares. If you have Shares registered in your name in the Register of Members, you should insert that number of Shares. If you have Shares entered against your name in the Depository Register and Shares registered in your name in the Register of Members, you should insert the aggregate number of Shares entered against your name in the Depository Register and registered in your name in the Register of Members. If no number is inserted, the instrument appointing a proxy or proxies shall be deemed to relate to all the Shares held by you.
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A member of the Company who is not a Relevant Intermediary (as defined below) entitled to attend and vote at this AGM is entitled to appoint one or two proxies to attend and vote in his/her stead. Where such member appoints two proxies, the proportion of his shareholding which each proxy has been appointed shall be specified in the proxy form. A proxy need not be a member of the Company.
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A member of the Company who is a Relevant Intermediary may appoint more than two proxies, 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 one proxy, the number and class of shares to which each proxy has been appointed shall be specified in the proxy form.
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The instrument appointing a proxy or proxies must be submitted to the Company in the following manner:
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(a) if submitted by post, be lodged at the Company’s registered office of the Company at 316 Tanglin Road, #01-01, Phoenix Park, Singapore 247978; or (b) if submitted electronically, be submitted via email to the Company’s Share Registrar at [email protected],
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in either case by no later than 3.00 p.m. on 20 July 2025 , being seventy-two (72) hours before the time appointed for the AGM.
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Members are strongly encouraged to submit completed proxy forms electronically via email to the Company’s Share Registrar.
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A Depositor’s name must appear on the Depository Register maintained by The Central Depository (Pte) Limited as at seventy-two (72) hours before the time fixed for holding the AGM in order for the Depositor to be entitled to attend and vote at the AGM.
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Subject to paragraph (9) below, completion and return of this instrument appointing a proxy shall not preclude a member from attending and voting at the AGM. Any appointment of a proxy or proxies shall be deemed to be revoked if a member attends the AGM in person, and in such event, the Company reserves the right to refuse to admit any person or persons appointed under the instrument of proxy to the AGM.
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The instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly authorised in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its seal or under the hand of an officer or attorney duly authorised. Where the instrument appointing a proxy or proxies is executed by an attorney on behalf of the appointor, the letter or power of attorney or a duly certified copy thereof must be lodged with the instrument.
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A corporation which is a member may authorise by resolution of its directors or other governing body such person as it thinks fit to act as its representative at the AGM, in accordance with Section 179 of the Companies Act 1967 of Singapore, and the person so authorised shall upon production of a copy of such resolution certified by a director of the corporation to be a true copy, be entitled to exercise the powers on behalf of the corporation so represented as the corporation could exercise in person if it were an individual.
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An investor who holds shares under the Central Provident Fund Investment (“ CPF Investor ”) and/or Supplementary Retirement Scheme (“ SRS Investor ”) (as may be applicable) and wishes to vote, should approach their respective CPF Agent Banks and/or SRS Operators to submit their votes to appoint the Chairman of the AGM as their proxy, at least seven (7) working days before the AGM.
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A Relevant Intermediary is:
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(a) a banking corporation licensed under the Banking Act 1970 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; or
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(b) a person holding a capital markets services licence to provide custodial services for securities under the Securities and Futures Act 2001 and who holds shares in that capacity; or
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(c) the Central Provident Fund Board established by the Central Provident Fund Act 1953, 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.
GENERAL:
The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or 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 or proxies. In addition, in the case of Shares entered in the Depository Register, the Company may reject any instrument appointing a proxy or proxies lodged if the member, being the appointor, is not shown to have Shares entered against his name in the Depository Register as at seventy-two (72) hours before the time appointed for holding the AGM, as certified by The Central Depository (Pte) Limited to the Company.
PERSONAL DATA PRIVACY
By submitting an instrument appointing the proxy(ies), the member accepts and agrees to the personal data privacy terms set out in the Notice of Annual General Meeting dated 8 July 2025.