NOTICE OF ANNUAL GENERAL MEETING
Financial Statements
152
COSCO Corporation (Singapore) Limited
Explanatory Notes on Business to be transacted
1.
Mr Liu Lian An will, upon re-election as a Director, remain as a member of Enterprise Risk Management Committee.
2.
Mr Er Kwong Wah will, upon re-election as a Director, remain as the Chairman of the Remuneration Committee and a
member of the Enterprise Risk Management Committee, Nominating 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 Liang Yan Feng will, upon re-election as a Director, remain as a member of the Enterprise Risk Management
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 23 April 2014 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).
