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OLIVE TREE ESTATES LIMITED — AGM Information 2026
Apr 10, 2026
67138_rns_2026-04-10_5251f016-01cf-4c50-b99d-69bac85c6c28.pdf
AGM Information
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LETTER TO SHAREHOLDERS ON AGM PROCEDURES
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(Incorporated in the Republic of Singapore) (Company Registration No. 200713878D)
LETTER TO SHAREHOLDERS ON AGM PROCEDURES
Dear Shareholders,
The Annual General Meeting (“ AGM ” or the “ Meeting ”) of Olive Tree Estates Limited (the “ Company ”) for the financial year ended 31 December 2025 (" FY2025 ”) will be held in a wholly physical format, at Meeting Room 6th floor, 9 Raffles Place, Republic Plaza Tower 1, Singapore 048619 on Wednesday, 29 April 2026 at 2.00 p.m.. There will be no option for shareholders to participate virtually.
We are pleased to enclose printed copies of the Notice of AGM and Proxy Form for the Company’s upcoming AGM (collectively, the “ AGM Documents ”). The AGM Documents, together with this letter, will be published on the Company’s corporate website at the URL https://www.olivetreeestates.com/investors/agm/, and on SGX’s website at the URL https://www.sgx.com/securities/company-announcements. The Annual Report for FY2025 will also be published on the Company’s website at the URL https://www.olivetreeestates.com/investors/agm/, and on SGX’s website at the URL https://www.sgx.com/securities/company-announcements. Printed copies of the Annual Report will NOT be sent to shareholders.
We would like to bring the following matters to your attention:
Instructions to Shareholders for AGM
Shareholders may participate in the AGM by:
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(a) attending the AGM in person;
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(b) submitting questions relating to the business of the AGM to the Company prior to the AGM, or to the Chairman of the Meeting at the AGM; and/or
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(c) voting at the AGM (i) themselves; or (ii) through duly appointed proxy(ies).
Members may ask questions relating to the business of the AGM at the Meeting, or submit questions via email to [email protected] in advance of the AGM by 17 April 2026 (5.00 p.m.). When submitting the questions, please provide the Company with the following details, for verification purposes:-
(i) Full Name;
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(ii) NRIC/Passport Number;
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(iii) Current Address;
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(iv) Contact Number; and
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(v) Number of Shares Held
Please also indicate the manner in which you hold shares in the Company (e.g. via CDP, CPF or SRS).
The Company will endeavour to address the substantial and relevant questions prior to and/or at the AGM. If addressed prior to the AGM, the responses to questions from members will be posted on the SGX website at the URL https://www.sgx.com/securities/company–announcements, and the Company’s corporate website at the URL https://www.olivetreeestates.com/investors/agm/ by 23 April 2026, and if answered during the AGM, will be included in the minutes of the AGM which will be published on SGX website and Company’s corporate website within one month after the date of the AGM.
1
LETTER TO SHAREHOLDERS ON AGM PROCEDURES
Where substantially similar questions are received, the Company will consolidate such questions and consequently, not all questions may be individually addressed.
CPF or SRS investors who wish to appoint the Chairman of the Meeting as proxy should approach their respective CPF Agent Banks or SRS Operators to submit their votes by 5.00 p.m. on 17 April 2026, being seven (7) working days prior to the date of the AGM.
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 with the Company’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd., at 1 Harbourfront Avenue, Keppel Bay Tower #14-07, Singapore 098632; or
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b) if submitted electronically, be submitted via email to the Company at [email protected],
in either case not less than seventy-two (72) hours before the time appointed for the AGM.
Softcopies of Annual Report for FY2025
The Company’s Annual Report will be available for download from the Company’s corporate website at the URL https://www.olivetreeestates.com/investors/agm/, and from the SGX website at the URL https://www.sgx.com/securities/company-announcements from the date of this letter. Any Shareholder who wishes to request for a printed copy of the Annual Report should email their request to [email protected] no later than 17 April 2026 (5.00 p.m.) and provide: (a) their full name (for individuals) / company name (for corporates), (b) NRIC or Passport Number (for individuals) / Company Registration Number (for corporates), and (c) mailing address.
Yours faithfully For and on behalf of OLIVE TREE ESTATES LIMITED
Liu Lianlian Executive Chairman and Executive Director 10 April 2026
This document has been reviewed by the Company's Sponsor, Evolve Capital Advisory Private Limited. It has not been examined or approved by the Exchange and the Exchange assumes no responsibility for the contents of this document, including the correctness of any of the statements or opinions made or reports contained in this document.
The contact person for the Sponsor is Mr. Lay Shi Wei (Tel: (65) 6241 6626), at 160 Robinson Road, #20-01/02, SBF Center, Singapore 068914.
2
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the Annual General Meeting (" AGM ") of Olive Tree Estates Limited (the “ Company ”) will be held at Meeting Room 6[th] floor, 9 Raffles Place, Republic Plaza Tower 1, Singapore 048619 on Wednesday, 29 April 2026 at 2.00 p.m. for the following purposes:
AS ORDINARY BUSINESS
To consider and, if deemed fit, to pass the following Resolutions, as Ordinary Resolutions, with or without modifications:
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To receive and adopt the Directors’ Statement and the Audited Financial Statements of the Company for the financial year ended 31 December 2025 together with the Auditor’s Report thereon.
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( Resolution 1 )
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To re–elect the following Directors who retire pursuant to Regulation 103 of the Company’s Constitution, and who, being eligible, offer themselves for re–election:
| Ms Liu Lianlian | |
|---|---|
| [See Explanatory Note 1] | (Resolution 2) |
| Mr Huang Da | |
| [See Explanatory Note 2] | (Resolution 3) |
| Mr Chua Siong Kiat | |
| [See Explanatory Note 3] | (Resolution 4) |
| Mr Tay Eng Kiat Jackson | |
| [See Explanatory Note 4] | (Resolution 5) |
| Dato Sri Muthanna Bin Abdullah | |
| [See Explanatory Note 5] | (Resolution 6) |
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To approve the payment of Directors’ Fees of up to S$130,000 for the financial year ending 31 December 2026, such Directors’ Fees to be payable on a quarterly basis in arrears. (2025: S$50,000) [See Explanatory Note 6] ( Resolution 7 )
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To re–appoint Messrs CLA Global TS Public Accounting Corporation as Auditor of the Company for the financial year ending 31 December 2025 and to authorise the Directors to fix their remuneration.
( Resolution 8 )
AS SPECIAL BUSINESS
To consider and, if deemed fit, to pass the following Resolution, as Ordinary Resolution, with or without modifications:–
5. SHARE ISSUE MANDATE
THAT pursuant to Section 161 of the Companies Act 1967 (the “ Companies Act ”) and Rule 806 of the Listing Manual Section B: Rules of Catalist (the “ Catalist Rules ”) of Singapore Exchange Securities Trading Limited (“ SGX–ST ”), authority be and is hereby given to the Directors of the Company to:–
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I. (a) issue and allot shares of the Company whether by way of rights issue, bonus issue or otherwise; and/or
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(b) make or grant offers, agreements or options (collectively, “ Instruments ”) that may or would require shares to be issued, including but not limited to the creation and issue of (as well as adjustments to) 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
- II. (notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue shares in
3
NOTICE OF ANNUAL GENERAL MEETING
pursuance of any Instrument made or granted by the Directors while this Resolution was in force,
provided that:–
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(a) the aggregate number of shares to be issued pursuant to this Resolution (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed 100% of the total number of issued shares (excluding treasury shares and subsidiary holdings, if any) of the Company (as calculated in accordance with sub–paragraph (b) below), of which the aggregate number of shares to be issued other than on a pro–rata basis to existing shareholders of the Company (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed 50% of the total number of issued shares (excluding treasury shares and subsidiary holdings) of the Company (as calculated in accordance with sub–paragraph (b) below);
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(b) (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 (a) above, the percentage of issued shares shall be calculated based on the total number of issued shares (excluding treasury shares and subsidiary holdings) of the Company at the time this Resolution is passed, after adjusting for:–
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(i) new shares arising from the conversion or exercise of any convertible securities or share options or vesting of share awards, which were issued and outstanding or subsisting at the time this Resolution is passed, provided that such share options or share awards were granted in compliance with Part VIII of Chapter 8 of the Catalist Rules of the SGX–ST; and
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(ii) any subsequent bonus issue, consolidated or subdivision of shares,
and, in paragraph (a) above and this paragraph (b), “subsidiary holdings” has the meaning given to it in the Catalist Rules of the SGX–ST;
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(c) in exercising the authority conferred by this Resolution, the Company shall comply with the provisions of the Catalist Rules of the SGX–ST for the time being in force (unless such compliance has been waived by the SGX–ST) and the Constitution of the Company for the time being in force; and
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(d) unless revoked or varied by the Company in a general meeting, the authority conferred by this Resolution shall continue in force until the conclusion of the next Annual General Meeting of the Company or the date by which the next Annual General Meeting of the Company is required by law to be held or the date on which such authority is varied or revoked by the Company in a general meeting, whichever is the earliest. [See Explanatory Note 7] ( Resolution 9 )
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To transact any other business that may properly be transacted at an Annual General Meeting.
BY ORDER OF THE BOARD
LIM HENGCHONG BENNY JACQUELINE ANNE LOW Joint Company Secretaries
Singapore, 10 April 2026
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NOTICE OF ANNUAL GENERAL MEETING
Explanatory Notes:
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(1) Resolution 2 – Ms Liu Lianlian will, upon re–election, remain as Executive Chairman and Executive Director of the Company. Please refer to the section entitled “Additional Information on Directors seeking Re–election” appended to this Notice for detailed information on Ms Liu Lianlian as required pursuant to Rule 720(5) of the Catalist Rules of the SGX–ST.
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(2) Resolution 3 – Mr Huang Da will, upon re-election, remain as Chief Executive Officer and Executive Director of the Company. Please refer to the section entitled “Additional Information on Directors seeking Re–election” appended to this Notice for detailed information on Mr Huang Da as required pursuant to Rule 720(5) of the Catalist Rules of the SGX–ST.
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(3) Resolution 4 – Mr Chua Siong Kiat will, upon re–election, remain as Lead Independent Non–Executive Director of the Company, Chairman of the Audit Committee and a member of the Nominating Committee and the Remuneration Committee. Mr Chua Siong Kiat will be considered independent for the purposes of Rule 704(7) of the Catalist Rules as there are no relationships (including immediate family relationships) between Mr Chua Siong Kiat and the other Directors, the Company, its related corporations, its substantial shareholders or its officers. Please refer to the section entitled “Additional Information on Directors seeking Re–election” appended to this Notice for detailed information on Mr Chua Siong Kiat as required pursuant to Rule 720(5) of the Catalist Rules of the SGX–ST.
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(4) Resolution 5 – Mr Tay Eng Kiat Jackson will, upon re–election, remain as an Independent Non–Executive Director of the Company, Chairman of the Nominating Committee and a member of the Audit Committee and the Remuneration Committee. Mr Tay Eng Kiat Jackson will be considered independent for the purposes of Rule 704(7) of the Catalist Rules as there are no relationships (including immediate family relationships) between Mr Tay Eng Kiat Jackson and the other Directors, the Company, its related corporations, its substantial shareholders or its officers. Please refer to the section entitled “Additional Information on Directors seeking Re–election” appended to this Notice for detailed information on Mr Tay Eng Kiat Jackson as required pursuant to Rule 720(5) of the Catalist Rules of the SGX–ST.
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(5) Resolution 6 – Dato Sri Muthanna Bin Abdullah will, upon re–election, remain as Vice Chairman and Independent Non–Executive Director of the Company, Chairman of the Remuneration Committee and a member of the Audit Committee and the Nominating Committee. Dato Sri Muthanna Bin Abdullah will be considered independent for the purposes of Rule 704(7) of the Catalist Rules as there are no relationships (including immediate family relationships) between Dato Sri Muthanna Bin Abdullah and the other Directors, the Company, its related corporations, its substantial shareholders or its officers. Please refer to the section entitled “Additional Information on Directors seeking Re–election” appended to this Notice for detailed information on Dato Sri Muthanna Bin Abdullah as required pursuant to Rule 720(5) of the Catalist Rules of the SGX–ST.
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(6) Resolution 7 – At the AGM held on 23 April 2025, Shareholders had approved the payment of Directors’ Fees of S$50,000 for the financial year ended 31 December 2025 (" FY2025 "). The reduction in FY 2025 directors’ fees to S$50,000 was in line with the Company’s effort to conserve cash following the sale of the Vietnam projects. The Company proposes to normalize Directors’ Fees for FY2026 following the mandatory general offer and the change of controlling shareholder of the Company.
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(7) Resolution 9 – Ordinary Resolution 9, if passed, will empower the Directors, effective until (i) the conclusion of the next Annual General Meeting of the Company; (ii) the date by which the next Annual General Meeting of the Company is required by law to be held; or (iii) the date on which such authority is varied or revoked by the Company in a general meeting, whichever is the earliest, to issue shares, make or grant Instruments convertible into shares and to issue shares pursuant to such Instruments, up to a number not exceeding 100% of the total number of issued shares (excluding treasury shares and subsidiary holdings), of which up to 50% may be issued other than on a pro –rata basis to existing shareholders of the Company.
For the purpose of determining the aggregate number of shares that may be issued, the percentage of issued shares will be calculated based on the total number of issued shares (excluding treasury shares and subsidiary holdings) of the Company at the time t his Resolution 9 is passed, after adjusting for:–
-
(a) new shares arising from the conversion or exercise of any convertible securities or share options or vesting of share awards, which were issued and outstanding or subsisting at the time this Resolution 9 is passed, provided that such share options or share awards were granted in compliance with Part VIII of Chapter 8 of the Catalist Rules of the SGX–ST; and
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(b) any subsequent bonus issue, consolidation or subdivision of shares.
Notes:
- i. The members of the Company are invited to attend physically at the Annual General Meeting (the “ Meeting ” or “ AGM ”). There will be no option for Shareholders to participate virtually.
Printed copies of this Notice and Proxy Form will be sent to members. This Notice, Proxy Form and Annual Report will be sent to members by electronic means via publication on the Company’s website at the URL https://www.olivetreeestates.com/investors/agm/ and will also be made available on SGX’s website at the URL https://www.sgx.com/securities/company–announcements. Any Shareholder who wishes to request for a printed copy of the Annual Report should email their request to [email protected] no later than 17 April 2026 (5.00 p.m.) and provide: (a) their full name (for individuals) / company name (for corporates), (b) NRIC or Passport Number (for individuals) / Company Registration Number (for corporates), and (c) mailing address.
- ii. Members may ask questions relating to the business of the AGM at the Meeting, or submit questions via email to [email protected] in advance of the AGM by 17 April 2026 (5.00 p.m.).
When submitting the questions, please provide the Company with the following details, for verification purpose:–
-
(i) Full Name;
-
(ii) NRIC/Passport Number;
-
(iii) Current Address;
-
(iv) Contact Number; and
-
(v) Number of Shares
Please also indicate the manner in which you hold shares in the Company (e.g. via CDP, CPF or SRS).
5
NOTICE OF ANNUAL GENERAL MEETING
The Company will endeavour to address the substantial and relevant questions prior to and/or at the AGM. The responses to questions from members will be posted on the SGX website at the URL https://www.sgx.com/securities/company–announcements, and the Company’s corporate website at the URL https://www.olivetreeestates.com/investors/agm/ by 23 April 2026, or if answered during the AGM, will be included in the minutes of the AGM which will be published on SGX website and the Company’s corporate website within one month after the date of the AGM.
Where substantially similar questions are received, the Company will consolidate such questions and consequently, not all questions may be individually addressed.
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iii. A proxy need not be a member of the Company.
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iv. (a) A member who is not a relevant intermediary is entitled to appoint not more than two proxies to attend, speak and vote at the AGM. Where such member’s proxy form appoints more than one proxy, the proportion of the shareholding concerned to be represented by each proxy shall be specified in the proxy form. 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.
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(b) A member who is a relevant intermediary is entitled to appoint more than two 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’s proxy form appoints more than two proxies, the number and class of shares in relation to which each proxy has been appointed shall be specified in the proxy form.
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“Relevant Intermediary” has the meaning ascribed to it in Section 181 of the Companies Act.
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v. A member can appoint the Chairman of the Meeting as his/her/its proxy but this is not mandatory.
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vi. If the appointor is a corporation, the proxy must be executed under seal or the hand of its duly authorised officer or attorney.
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vii. CPF or SRS investors who wish to appoint the Chairman of the Meeting as proxy should approach their respective CPF Agent Banks or SRS Operators to submit their votes by 5.00 p.m. on 17 April 2026, being seven (7) working days prior to the date of the AGM .
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viii. Where a member (whether individual or corporate) appoints the Chairman of the Meeting as his/her/its proxy, he/she/it must give specific instructions as to voting, or abstentions from voting, in respect of a resolution in the form of proxy, failing which the appointment of the Chairman of the Meeting as proxy for that resolution will be treated as invalid.
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ix. 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 with the Company’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd., at 1 Harbourfront Avenue, Keppel Bay Tower #14–07, Singapore 098632; or
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(b) if submitted electronically, be submitted via email to the Company at [email protected],
in either case, not less than seventy–two (72) hours before the time appointed for the AGM.
- x. A member who wishes to submit an instrument of proxy must first download, complete and sign the proxy form, before submitting it by post to the address provided above, or before scanning and sending it by email to the email address provided above.
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 (i) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents and service providers) for the purpose of the processing, administration and analysis by the Company (or its agents an d service providers) of the 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 and service providers) to comply with any applicable laws, listing rules, take–over rules, regulations and/or guidelines (collectively, the “ Purposes ”), (ii) 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 and 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 and service providers) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii) 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.
6
| Muthanna Bin Abdullah | 13 February 2026 | N.A. | 66 | Malaysia | The Board of the Company, having reviewed and considered the Nominating Committee's assessment of Dato Sri Muthanna Bin Abdullah’s ("Dato Sri Muthanna") qualifications and work experience (with Dato Sri Muthanna abstaining from the deliberation process in respect of his own re– election), is of the view that Dato Sri Muthanna possesses the requisite experience and capabilities to assume the responsibilities as an Independent Director of the Company. |
Non-Executive |
|---|---|---|---|---|---|---|
| Tay Eng Kiat Jackson | 13 February 2026 | N.A. | 48 | Singapore | The Board of the Company, having reviewed and considered the Nominating Committee's assessment of Mr Tay Eng Kiat Jackson’s qualifications and work experience (with Mr Tay abstaining from the deliberation process in respect of his own re– election), is of the view that Mr Tay possesses the requisite experience and capabilities to assume the responsibilities as an Independent Director of the Company. |
Non-Executive |
| Chua Siong Kiat | 13 February 2026 | N.A. | 54 | Singapore | The Board of the Company, having reviewed and considered the Nominating Committee's assessment of Mr Chua Siong Kiat’s qualifications and work experience (with Mr Chua abstaining from the deliberation process in respect of his own re– election), is of the view that Mr Chua possesses the requisite experience and capabilities to assume the responsibilities as an Independent Director of the Company. |
Non-Executive |
| Huang Da | 17 March 2026 | N.A. | 37 | Singapore | The Board of the Company, having reviewed and considered the Nominating Committee's assessment of Mr Huang Da's qualifications, experience and suitability, is satisfied that Mr Huang possesses the requisite experience and qualifications to assume the responsibilities as Chief Executive Officer and Executive Director of the Company and he will contribute towards the core competencies, skills and diversity of the Board. |
Executive Mr Huang Da is responsible for the overall management and day to day operations of the Group. |
| Liu Lianlian | 17 March 2026 | N.A. | 37 | Singapore | The Board of the Company, having reviewed and considered the Nominating Committee's assessment of Ms Liu Lianlian's qualifications, experience and suitability, is satisfied that Ms Liu possesses the requisite experience and qualifications to assume the responsibilities as Executive Chairman and Executive Director and she will contribute towards the core competencies, skills and diversity of the Board. |
Executive Ms Liu Lianlian's area of responsibility includes leading the Board, overseeing its effective functioning, and ensuring proper governance and communication between the Board, the management and shareholders. |
| Details | Date of Appointment | Date of last re- appointment |
Age | Country of Principal Residence |
The Board's comments on this appointment (including rationale, selection criteria, board diversity considerations and the search and nomination process) |
Whether appointment is executive, and if so, the area of responsibility |
7
| Muthanna Bin Abdullah | Vice Chairman and Independent Non- Executive Director, Chairman of the Remuneration Committee, and Member of the Audit Committee and the Nominating Committee |
Advocate & Solicitor - High Court of Malaysia Barrister-at-Law - Middle Temple LL.B (Hons) - University of Buckingham |
|---|---|---|
| Tay Eng Kiat Jackson | Independent Non- Executive Director, Chairman of the Nominating Committee, and Member of the Audit Committee and the Remuneration Committee |
Bachelor of Accountancy, Minor in Marketing |
| Chua Siong Kiat | Non-Executive Lead Independent Director, Chairman of the Audit Committee, and Member of the Nominating Committee and the Remuneration Committee |
- Master of Business Administration and Diploma of the Imperial College in Management (MBA, DIC) from Imperial College London Business School, University of London - Fellow Chartered Certified Accountants (FCCA) - Certified Internal Auditor (CIA), Institute of Internal Auditors - Fellow Chartered Accountant of Singapore (FCA Singapore) - Chartered Valuer and Appraiser (CVA) - Senior Accredited Director by Singapore Institute of Directors (SID-SRAD) |
| Huang Da | Chief Executive Officer and Executive Director |
PhD. of Environmental Science and Engineering, Tsinghua University Master of Engineering in Energy, Environmental and Chemical Engineering, Washington University in Saint Louis Bachelor of Environmental Engineering, Tsinghua University |
| Liu Lianlian | Executive Chairman and Executive Director |
Master of Science, National University of Singapore |
| Details | Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) |
Professional qualifications |
8
| Muthanna Bin Abdullah | 2018 – present Consultant, Legal Practitioner, Abdullah Chan & Co 2012 – 2017 Partner, Legal Practitioner, Abdullah Chan & Co |
No |
|---|---|---|
| Tay Eng Kiat Jackson | 2024 – Present CFO, Corten Interior Solutions Pte Ltd 2019 – 2024 COO, Hafary Holdings Limited 2015 – 2019 Operation Director, Hafary Holdings Limited |
No |
| Chua Siong Kiat | 2015 – present Director of Lighthouse Business Consulting Pte Ltd 2025 – 2026 Executive Director of VCI Global Limited; CEO and Director of VCI Global (Singapore) Pte Ltd 2023 to 2025 CFO, Memiontec Holdings Limited 2021 to 2023 Group CFO, TEE International Limited 2020 to 2021 CFO, Wai Fong Construction Pte Ltd 2017 to 2018 CFO (Global Hospitality Trust Project), Amare Investment Management Group Pte Ltd 2016 to 2017 Executive Director and Head of Non-Property Business (Feb 2017 to Jul 2017), Alternate Director (Mar 2016 to Feb 2017) and Interim Group COO (Jul 2016 to Feb 2017), Pacific Star Development Limited |
No |
| Huang Da | 2020 – Present Executive Director, Shanghai Yaoqing Technology Co., Ltd. 2020 – Present Executive Director, Shanghai Qianqing Technology Co., Ltd. 2020 – Present Executive Director, Chairman, and Head of Strategic Investment Department, Shanghai Lingyi New Materials Co., Ltd. (formerly Shanghai Lingyi Technology Co., Ltd.) 2013 - 2019 Product Manager, Investment Manager, General Manager, and Vice President, You Shan Fund, Shanghai, China 2012 – 2013 Research and Development Analyst, High Definition Energy, USA |
Mr Huang Da has a deemed interest in 100,987,786 ordinary shares (87.17%) of the Company held through his spouse, Ms Liu |
| Liu Lianlian | 2020 – Present Chief Financial Officer at Shanghai Yaoqing Technology Co., Ltd. 2015 – 2021 Teacher at Guizhou University of Finance and Economics 2014 – 2015 Clerk and Strategic Planning Officer at COFCO Corporation |
Ms Liu Lianlian holds 100% of the total number of issued shares in Advansory Investment Pte. Ltd. ("AIPL") and is therefore deemed |
| Details | Working experience and occupation(s) during the past 10 years |
Shareholding interest in the listed issuer and its subsidiaries |
9
| Muthanna Bin Abdullah | No | No | Yes | MSM Malaysia Holdings Berhad |
||
|---|---|---|---|---|---|---|
| Tay Eng Kiat Jackson | No | No | Yes | -Hafary Pte Ltd -Wood Culture Pte.Ltd. -Hafary Centre Pte.Ltd. -Hafary Balestier Showroom Pte. Ltd. -Hafary Crescent Pte.Ltd. -International Ceramic Manufacturing Hub Sdn. Bhd -International Ceramic Manufacturing Hub Pte. Ltd. -PT ICMH Ceramic Indonesia |
||
| Chua Siong Kiat | No | No | Yes | -Coolan Group limited -China Yuanbang Property Holdings Limited -Nutryfarm International Limited -JES International Holdings Limited -National Arthritis Foundation -TEE Infrastructure Pte Ltd -Trans Equatorial Engineering Pte Ltd |
||
| Huang Da | Lianlian. Ms Liu Lianlian holds 100% of the shares in Advansory Investment Pte. Ltd.("AIPL") and hence is deemed interested in the 100,987,786 ordinary shares (87.17%) held by AIPL in the Company. |
Spouse of Executive Chairman and Executive Director, Ms Liu Lianlian |
No | Yes | Nil | |
| Liu Lianlian | interested in the 100,987,786 ordinary shares (87.17%) of the Company held by AIPL. |
Spouse of Chief Executive Officer and Executive Director, Mr Huang Da |
No | Yes | ts Including Directorships | Nil |
| Details | Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/or substantial shareholder of the listed issuer or of any of its principal subsidiaries |
Conflict of interests (including any competing business) |
Undertaking (in the format set out inAppendix 7H) underRule 720(1) has been submitted to the listed issuer |
Other Principal Commitmen | Past (for the last 5 years) |
10
| Muthanna Bin Abdullah | Parkway Trust Management Limited IHH Healthcare Berhad MSIG Insurance (Malaysia) Berhad Apollo Food Holdings Berhad NexG Berhad (a Bursa Malaysia listed company) |
|
|---|---|---|
| Tay Eng Kiat Jackson | -Hafary Element Pte. Ltd. -Hafary Flagship Store Pte. Ltd. -Hafary Trading Sdn. Bhd. -Hafary W+S Pte. Ltd. -Hap Seng Investment Holdings Pte. Ltd. -East Rock Pte. Ltd. -HSC Melbourne Holding Pte. Ltd. -HSC Brisbane Holding Pte. Ltd. -HSC Manchester Holding Pte. Ltd. -HSC London Holding Pte. Ltd. -HSC Leeds Holding Pte. Ltd. -HSC Bristol Holding Pte. Ltd. -HSC Nottingham Holding Pte. Ltd. -MML X Element International Pte. Ltd. -MML Marketing Pte. Ltd. -One Heart International Trading Private Ltd. Sim Leisure Group Ltd. |
-Corten Interior Solutions Pte Ltd. -Xquisit Pte. Ltd. -One Heart Investment Pte. Ltd. -OUE Healthcare Limited -Sapphire Corporation Limited |
| Chua Siong Kiat | -Heatec Jietong Holdings Limited -MIT Investment Pte. Ltd. -VCI Global Limited - -VCI Global (Singapore) Pte Ltd -V Gallant (Singapore) Pte Ltd (Dormant) |
-Memiontec Holdings Ltd -UMS Integration Limited -Ever Glory United Holdings Limited -Lighthouse Business Consulting Pte Ltd -Starwork Vision Pte. Ltd (Inactive) -Robotic Vision Inc. Pte. Ltd (Inactive) -OmniBnk Pte Ltd (Dormant) -Omni Chaves Pte Ltd (Dormant) |
| Huang Da | -Shanghai Yaoqing Technology Co. Ltd -Shanghai Qianqing Technology Co. Ltd. Shanghai Lingyi New Materials Co., Ltd. (Formerly shanghai Lingyi Technology Co. ltd.) |
|
| Liu Lianlian | Advansory Investment Pte. Ltd. |
|
| Details | Present |
11
| Muthanna Bin Abdullah | No | No | ||
|---|---|---|---|---|
| Tay Eng Kiat Jackson | No | No | ||
| Chua Siong Kiat | Lux Signature Investment Pte Ltd (Dormant) |
No | Yes(1) | |
| Huang Da | 704(6) | No | No | |
| Liu Lianlian | RSUANT TO CATALIST RULE | No | No | |
| Details | INFORMATION REQUIRED PE | (a) Whether at any time during the last 10 years, an application or a petition under any bankruptcy law of any jurisdiction was filed against him or against a partnership of which he was a partner at the time when he was a partner or at any time within 2 years from the date he ceased to be a partner? |
(b) Whether at any time during the last 10 years, an application or a petition under any law of any jurisdiction was filed against an entity (not being a partnership) of which he was a director or an equivalent person or a key executive, at the time when he was a director or an equivalent person or a key executive of that entity or at any time within 2 years from the date he ceased to be a director or an equivalent person or a key executive of that entity, for the winding up or dissolution of that entity or, where that entity is the trustee of a business |
12
| Muthanna Bin Abdullah | No | No | No | No | |
|---|---|---|---|---|---|
| Tay Eng Kiat Jackson | No | No | No | No | |
| Chua Siong Kiat | No | No | No | No | |
| Huang Da | No | No | No | No | |
| Liu Lianlian | No | No | No | No | |
| Details | trust, that business trust, on the ground of insolvency? |
(c) (Whether there is any unsatisfied judgment against him? |
(d) Whether he has ever been convicted of any offence, in Singapore or elsewhere, involving fraud or dishonesty which is punishable with imprisonment, or has been the subject of any criminal proceedings (including any pending criminal proceedings of which he is aware) for such purpose? |
(e) Whether he has ever been convicted of any offence, in Singapore or elsewhere, involving a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, or has been the subject of any criminal proceedings (including any pending criminal proceedings of which he is aware) for such breach? |
(f) Whether at any time during the last 10 years, judgment has been entered against him in any civil proceedings in |
13
| Muthanna Bin Abdullah | No | No | No | |
|---|---|---|---|---|
| Tay Eng Kiat Jackson | No | No | No | |
| Chua Siong Kiat | No | No | No | |
| Huang Da | No | No | No | |
| Liu Lianlian | No | No | No | |
| Details | Singapore or elsewhere involving a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, or a finding of fraud, misrepresentation or dishonesty on his part, or he has been the subject of any civil proceedings (including any pending civil proceedings of which he is aware) involving an allegation of fraud, misrepresentation or dishonesty on his part? |
(g) Whether he has ever been convicted in Singapore or elsewhere of any offence in connection with the formation or management of any entity or business trust? |
(h) Whether he has ever been disqualified from acting as a director or an equivalent person of any entity (including the trustee of a business trust), or from taking part directly or indirectly in the management of any entity or business trust? |
(i) Whether he has ever been the subject of |
14
| Muthanna Bin Abdullah | No | No | No | ||
|---|---|---|---|---|---|
| Tay Eng Kiat Jackson | No | No | No | ||
| Chua Siong Kiat | Yes(2) | No | No | ||
| Huang Da | No | No | No | ||
| Liu Lianlian | No | No | No | ||
| Details | any order, judgment or ruling of any court, tribunal or governmental body, permanently or temporarily enjoining him from engaging in any type of business practice or activity? |
(j) Whether he has ever, to his knowledge, been concerned with the management or conduct, in Singapore or elsewhere, of the affairs of :- |
(i) any corporation which has been investigated for a breach of any law or regulatory requirement governing corporations in Singapore or elsewhere; or |
(ii) any entity (not being a corporation) which has been investigated for a breach of any law or regulatory requirement governing such entities in Singapore or elsewhere; or |
(iii) any business trust which has been investigated for a breach of any law or regulatory requirement governing |
15
| Muthanna Bin Abdullah | No | No | |
|---|---|---|---|
| Tay Eng Kiat Jackson | No | No | |
| Chua Siong Kiat | No | No | |
| Huang Da | No | No | |
| Liu Lianlian | No | No | |
| Details | business trusts in Singapore or elsewhere; or |
(iv) any entity or business trust which has been investigated for a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, in connection with any matter occurring or arising during that period when he was so concerned with the entity or business trust? |
(k) Whether he has been the subject of any current or past investigation or disciplinary proceedings, or has been reprimanded or issued any warning, by the Monetary Authority of Singapore or any other regulatory authority, exchange, professional body or government agency, whether in Singapore or elsewhere? |
16
17
OLIVE TREE ESTATES LIMITED
(Incorporated in the Republic of Singapore)
(Company Registration No. 200713878D)
PROXY FORM ANNUAL GENERAL MEETING
IMPORTANT:
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A relevant intermediary may appoint more than two (2) proxies to attend the Annual General Meeting and vote (please see Note 3).
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For CPF/SRS investors who have used their CPF/SRS monies to buy the Company’s shares, this Proxy Form is not valid for use by CPF/SRS investors and shall be ineffective for all intents and purposes if used or purported to be used by them. CPF/SRS investors should contact their respective Agent Banks or SRS Operators if they have any queries regarding their appointment as proxies. CPF and SRS investors who wish to appoint the Chairman of the Meeting as proxy should approach their respective CPF Agent Banks or SRS Operators to submit their votes by 5.00 p.m. on 17 April 2026.
I/We, _________________ (Name) __________ (NRIC No. /Passport No. /Company Registration No.) of _____________________ (Address) being a member/members of Olive Tree Estates Limited (the “ Company ”), hereby appoint:-
| Name | Address | NRIC/Passport No. | Proportion of Shareholdings |
|
|---|---|---|---|---|
| No. of Shares | % | |||
| and/or (delete as appropriate) | ||||
| Name | Address | NRIC/Passport No. | Proportion of Shareholdings |
|
| No. of Shares | % | |||
or failing him/her, the Chairman of the Meeting as my/our proxy/proxies to attend and vote for me/us on my/our behalf at the Annual General Meeting (“ AGM ”) of the Company to be held at Meeting Room 6th floor, 9 Raffles Place, Republic Plaza Tower 1, Singapore 048619 on Wednesday, 29 April 2026 at 2.00 p.m. and at any adjournment thereof.
I/We direct my/our proxy/proxies to vote for or against, or abstain from voting on, the 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/or at any adjournment thereof, the proxy/proxies will vote or abstain from voting at his/her/their discretion.
(Voting will be conducted by poll. In respect of any resolution, if you wish to exercise all your vote(s) “ For ”, “ Against ” or “ Abstain ”, please tick √ within the relevant box provided. Alternatively, please indicate the number of votes as appropriate within the relevant box.)
ORDINARY BUSINESS (Ordinary Resolutions)
For Against Abstain
Resolution 1 To receive and adopt the Directors’ Statement and Audited Financial Statements of the Company for the financial year ended 31 December 2025, together with the Auditor’s Report thereon Resolution 2 To re–elect Ms Liu Lianlian, a Director retiring pursuant to Regulation 103 of the Company’s Constitution Resolution 3 To re–elect Mr Huang Da, a Director retiring pursuant to Regulation 103 of the Company’s Constitution Resolution 4 To re–elect Mr Chua Siong Kiat, a Director retiring pursuant to Regulation 103 of the Company’s Constitution Resolution 5 To re–elect Mr Tay Eng Kiat Jackson, a Director retiring pursuant to Regulation 103 of the Company’s Constitution Resolution 6 To re–elect Dato Sri Muthanna Bin Abdullah, a Director retiring pursuant to Regulation 103 of the Company’s Constitution Resolution 7 To approve payment of Directors’ Fees for financial year ending 31 December 2026, to be payable quarterly in arrears Resolution 8 To re–appoint Messrs CLA Global TS Public Accounting Corporation as Auditor and to authorise the Directors to fix their remuneration SPECIAL BUSINESS (Ordinary Resolution) Resolution 9 To approve and adopt the Share Issue Mandate
Dated this ___ day of ______ 2026
Total Number of Shares Held in: (a) CDP Register (b) Register of Members
_________ Signature(s) or Common Seal of member(s) IMPORTANT: PLEASE READ THE NOTES
Notes to the Proxy Form
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A member should insert the total number of shares held. If the member has shares entered against his name in the Depository Register (as defined in Section 81SF of the Securities and Futures Act 2001), he should insert that number of shares. If the member has shares registered in his name in the Register of Members of the Company, he should insert the number of shares. If the member has shares entered against hi s name in the Depository Register and shares registered in his name in the Register of Members of the Company, he should insert the aggregate number of shares. If no number is inserted, this form of proxy will be deemed to relate to all the shares held by the member of the Company.
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Printed copies of this proxy form will be sent to shareholders. It can be accessed at the Company’s Corporate website at the URL https://www.olivetreeestates.com/investors/ag/, and will also be made available on SGX’s website at the URL https://www.sgx.com/securities/company– announcemens.
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A member of the Company who is not a relevant intermediary (as defined in Note (5) below) shall be entitled to appoint not more than two proxies to attend, speak and vote at the AGM in his stead.
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A member of the Company who is a relevant intermediary (as defined in Note (5) below) is entitled to appoint more than two proxies to attend, speak and vote at the AGM in his stead, but each proxy must be appointed to exercise the rights attached to a different share or shares held by him.
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Pursuant to Section 181 of the Companies Act 1967, a “relevant intermediary” means:–
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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;
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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 standi ng 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.
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A proxy need not be a member of the Company. A member can appoint the Chairman of the Meeting as his/her/its proxy but this is not mandatory. Where a member (whether individual or corporate) appoints the Chairman of the Meeting as his/her/its proxy, he/she/it must give specific instructions as to voting, or abstentions from voting, in respect of a resolution in the form of proxy, failing which the appointment of Chairman of the Meeting as proxy for that resolution will be treated as invalid.
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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 with the Company’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd., at 1 Harbourfront Avenue, Keppel Bay Tower #14–07, Singapore 098632; or
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(b) if submitted electronically, be submitted via email to the Company at [email protected],
in either case, not less than seventy–two (72) hours before the time appointed for the AGM.
A member who wishes to submit an instrument of proxy must first download, complete and sign the proxy form, before submitting it by post to the address provided above, or before scanning and sending it by email to the email address provided above.
Members are strongly encouraged to submit completed proxy forms electronically via email, where possible.
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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 the hand of its attorney or duly authorised officer. 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 (failing previous registration with the Company), if the instrument appointing a proxy or proxies is submitted by post, be lodged with the instrument of proxy or, if the instrument appointing a proxy or proxies is submitted electronically via email, be emailed with the instrument of proxy, failing which the instrument may be treated as invalid.
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The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly complete d 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 (including any related attachment).
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In the case of members of the Company whose shares are entered against their names in the Depository Register, the Company ma y reject any instrument appointing a proxy or proxies lodged if such members are not shown to have shares entered against their names 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 a proxy(ies) and/or representative(s), the member accepts and agrees to the personal data privacy terms set out in the Notice of Annual General Meeting dated 10 April 2026.