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NOTICE OF ANNUAL GENERAL MEETING
150
COSCO Corporation (Singapore) Limited
Explanatory Notes on Business to be transacted
1. Capt Wu Zi Heng will, upon re-election as a Director, remain as the Chairman of the Strategic Development Committee and a
member of the Nominating Committee, Remuneration Committee and Enterprise Risk Management Committee.
2. Dr Wang Kai Yuen will, upon re-election as a Director, remain as the Chairman of the Nominating Committee and a member of the
Enterprise Risk Management Committee, Remuneration Committee, Audit Committee and Strategic Development Committee; and
will be considered independent for the purpose of Rule 704(8) of the Listing Manual of the SGX-ST.
3. Mr Li Yun Peng will, upon re-election as a Director, remain as a member of the Strategic Development Committee.
4. Mr Tom Yee Lat Shing will, upon re-appointment, remain as the Chairman of the Audit Committee and a member of the Nominating
Committee, Remuneration Committee, Enterprise Risk Management Committee and Strategic Development Committee; and will be
considered independent for the purposes of Rule 704(8) of the Listing Manual of the SGX-ST.
5. Ordinary Resolution 9 is to empower the Directors of the Company from the date of the above Meeting until the next Annual General
Meeting to issue shares and/or convertible securities in the capital of the Company up to an amount not exceeding in aggregate
50% of the issued shares in the capital of the Company of which the total number of shares and convertible securities issued other
than on a pro-rata basis to existing shareholders shall not exceed 20% of the issued shares in the capital of the Company at the
time the resolution is passed, for such purposes as they consider would be in the interests of the Company. This authority will,
unless revoked or varied at a general meeting, expire at the next Annual General Meeting of the Company.
6. Ordinary Resolution 10 is to renew the General Mandate to allow the Company, its subsidiaries and associated companies or any of
them to enter into certain Recurrent Interested Person Transactions with person who are considered “Interested Persons” (as defined
in Chapter 9 of the Listing Manual of the SGX-ST).
The Company’s Audit Committee has confirmed that the methods and procedures for determining the transaction process have
not changed since the last renewal of the Shareholders’ Mandate on 22 April 2013 in respect of transactions described in Section
2.1 of Schedule II of the Appendix; and since the approval of the additional Shareholders’ Mandate on 17 July 2007 in respect of
transactions described in Section 2.2 of Schedule II of the Appendix; and that the said methods and procedures are sufficient to
ensure that the Recurrent Interested Person Transactions will be carried out on normal commercial terms and will not be prejudicial
to the interests of the Company and its minority shareholders.
NOTES:
i. A member of the Company entitled to attend and vote at a meeting is entitled to appoint one or two proxies to attend and vote in
his stead. A proxy need not be a member of the Company.
ii. Where a member appoints two proxies, the appointments shall be invalid unless he specifies the proportion of his shareholding
(expressed as a percentage of the whole) to be represented by each proxy.
iii. The instrument appointing a proxy or proxies must be deposited at the registered office of the Company at 9 Temasek Boulevard,
#07-00 Suntec Tower Two, Singapore 038989 not later than 48 hours before the time fixed for holding the Annual General Meeting.
iv. This instrument appointing a proxy or proxies must be under the hand of the appointer or 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 common seal
or under the hand of any attorney duly authorised.
v. A corporation which is a member may also authorise by resolution of its directors or other governing body, such person as it thinks
fit to act as its representative at the meeting in accordance with Section 179 of the Companies Act (Cap 50).