AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Sarine Technologies Ltd.

AGM Information Apr 3, 2022

7033_rns_2022-04-03_7d17cfaa-71f9-41ba-a271-fabf9cfa2a52.pdf

AGM Information

Open in Viewer

Opens in native device viewer

N O T I C E MEETING

NOTICE IS HEREBY GVEN that an Extraordinary ("EGM") of the Shareholders of SARNE TECHNOLOGIES LTD. will be held by way of electronic means (by Live Webcast and Audio Only Means on 26 April 2022 at 4:00 p.m., Singapore ime (or as soon theeting of the Company to be held at 3:00 p.m., Singapore time on the same day by electronic means is concluded or adjourned if thought fit, passing the following resolution with or without any modification(s): RESOLUTION 1: ORDINARY RESOLUTION

THE PROPOSED RENEWAL OF THE SHARE BUY-BACK MANDATE

That: 1.

2.

  • the exercise by the Company of all the powers of the Company to purchase or otherwise acquire the Shares not exceeding in aggregated Limit (as hereinafter defined), at such price(s) as may be determined the Conpany from time to time up to the Maximum Price (as hereinater defined), whether by way of:
    • (i) an on-market purchase ("On-Market Purchased through the SGX-ST's trading system or on another stock exchange on which the Shares are listed; andor
    • an off-market purchase ("Offected pursuant to an equal access scheme (as defined in Section 76C of the Act) as may be determined or formulated (ii) by the Directors of the Company as they consider fit, which scheme shall satisfy all the Act and the Listing Rules,
  • and otherwise in accordance with all other laws, regulations and rules of the time being be applicable, be and is heely authorised and approved generally and unconditionally ("Share Buy-Back Mandate");
  • uness varied or revied by an ordinary resolution of the Company in general meeting, the authority conterred on the Company pursuant to the Share Buy-Back Mandate may be exercised by the Company at any time to time to time to time during the period commencing from the passing of this resourion and expiring on the earliest of:
    • the date on which the next annual general meeting of the Company is held or required by law to be held; (i)
    • (ii) the date on which the authority conferred by the Buy-Back Mandate is revoked or varied by the Company in general meeting; or
    • (iii) the date on which Share Buy-Backs are carried out to the full extent mandated;
    1. in this resolution:
    2. "Prescribed Limit" means 5% of the issued ordinary Shares of the date of the passing of this resolution; and
    3. "Maximum Price" in relation to a Share to be purchased, comnissions stamp dutes, applicable goods and services tax and other related expenses) not exceeding:
      • in the case of an On-Market Purchase, 5% above the average of the Shares over the last five (5) Market Day on the SGX-ST, on which transactions in the Shares were recorded in meday of the On-Market Purchase and deemed to be adjusted for any corporate action occuring after such 5-market day period; and
      • (ii) transactions in the Shares were recorded immediately preceding the Company makes an announcement of an ofter under an equal access sciency and
    1. the Directors of the Company, be and are hereby and do all such acts and things (including excuting such documents as may be required) as they nay consider expedient or necessary to give effect to the transactions contemplated by this resolution.
  • By Order of the Board

Amir Jacob Zolty

Company Secretary

4 April 2022

IMPORTANT NOTE REGARDING THE CONDUCT OF THE COMPANY'S EGM

In light of:

  • the COVID-19 (Temporary Measures) Act 2020 passed by the Parlianent of Singapore on 7 April 2020 which enables the Minister for Law of Singapore by order to prescribe (a) alternative arangements for listed companies in inter alia, conduct general meeting, ether wholly or parth, by electronic communication, video onferencing tele-conferencing or other electronic means;
  • (b) the COVID-19 (Temporary Measures) (Alternative Arrable Capital Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 which is deemed to have cone into operation on 27 March 2020 and 6 April 2021 and 6 April 2021), and which sets out the alternative arrangenents in respect of inter alla, of companies and allows companies to hold general meetings via electronic means anid the COVID-19 situation, such arrangements to continue to be in force until revoked or amended by the Ministry of Law of Singapore, and
  • (c) the joint statement by the Accounting Corporate and Requatory of Singapore, Monetary Authority of Singapore and Sinqapore Exchange Requation ("S6X RegG") on 13 April 2020 (and subsequently updated on 27 April 2020, 1 October 2020) which provides guidance on the conduct of general meetings amid the evolving COVID-19 situation,

The Company will arrange for:

  • (d) and/or the auditors) of the EGM contemporaneously ("Live Webcast"); and
  • (e) audio participation in the EGM (via telephone), which and the proceedings of the EGM contemporaneously ("Audio Only Means").

Notes:

  • Capitalied terms used in this Notice of Extraodinary of ich are not defined herein shall, unless the context requires otherwise, have the sanings 1. ascribed to them in the Company's circular to Shareholders dated 4 April 2022 ("2022 Circular").
    1. Voting at the EGM shall be done by way of proxy ONLY to vote on any or all of the resolutions at the EGM must appoint the Chairman of the EGM as their proxy to vote on their behalf by comparine to the Motice of EGM or by downloading the proxy form fom the Company's announcement on SGXNet at URL https://www.sgx.com/securities/company's website at URL https://sarine.com/wp-content/uploads/2022/2022_EGM_ proxy pof and completing it. Shareholders (whether in the Chairman of the EGM as proxy must qive specific instructions as to his manner of voting, or abstentions from voting, in the proxy form, failing which the appointment will be treated as invalid.
    1. Shareholders must submit the completed and signed proxy form appointing the Chairman of the EGM as proxy:
    2. by email to the Company, addressed to [email protected]; or (i)
    3. by post to the registered offices of the Company, at 4 HaHarash Street (2nd Floor), Hod Hasharon, Israel 4544075, Attention IR-Proxy Vote; or (ii)
    4. by email to the legistered offices on the Company, ac + numand screet (end hoor), noo nasnatom, since, notes
      by nost to the effice of the Company's Singaners Share Transfor A
    5. (iv) time) (11:00 a.m. Israel time; 0:00 a.m. GMT/UTM) on 25 April 2022, being not less than twenty four (24) hours before the time fixed for the EGM.
    1. In view of the current COVD-19 situation which may make it difficult for members of the Company to submit completed proxy forms by post, Shareholders of the Company are strongly encouraged to submit completed proxy forms electronically via email, as noted above.
    1. SRS investors, if any, who wish to vote should approach e Banks or SRS Operators to submit their votes at least seven (7) working days before the EGM (i.e. by 4:00 p.m. (Singapore time) on 13 April 2022) in order respective relevant internedianes to in turn submit a poxy form to appoint the Chairnan of the EGM to vote on their behalf by the cut-off date.
    1. Please note that shareholders will not be live Webcast and an only vote with their proxy forms which are required to be submitted in accordance with the foregoing paragraphs.
    1. For nore information on the sources of finance the Share Buy-Backs by the Company including the amount of financial effects on the Company and the Group arising from the Share pursuant to the proposed Share Buy-Back Mandate, please refer to Sections 2.5 and 2.6 of the 2022 Circular. Personal data privacy:

By submitting a proxy form appointing the CGM as proxy to attend, speak and vote at the EGM andor any adjournment thereof, a member of the Company consents to the collection, use and discosure of the Company or is agents, for the purpose of the pocessing and administration by the Company of it agents, of the appointment of the EGM as proxy for the EGM (including any adjournment thereof) and the preparation and compilation of the attendance list, minutes and other documents relating to the EGM (including and in order for the Company (or its agents) to comply with any applicable laws listing rules, requlations and/or guidelines.

Talk to a Data Expert

Have a question? We'll get back to you promptly.