158
COSCO Corporation (Singapore) Limited
Annual Report 2015
NOTICE OF
ANNUAL GENERAL MEETING
(b)
make or grant offers, agreements or options that might or would require
Shares to be issued, including but not limited to the creation and issue of (as
well as adjustments to) warrants, options, debentures or other instruments
convertible into Shares;
at any time and upon such terms and conditions and for such purposes as the
Directors may in their absolute discretion deem fit provided that:
(i)
the aggregate number of shares and convertible securities that may be
issued shall not be more than 50% of the issued shares in the capital of the
Company (calculated in accordance with (ii) below), of which the aggregate
number of shares and convertible securities issued other than on a pro rata
basis to existing shareholders must be not more than 20% of the issued
shares in the capital of the Company (calculated in accordance with (ii) below);
and
(ii)
for the purpose of determining the aggregate number of shares and
convertible securities that may be issued pursuant to (i) above, the percentage
of issued share capital shall be calculated based on the issued shares in
the capital of the Company at the time of the passing of this resolution after
adjusting for (a) new shares arising from the conversion or exercise of any
convertible securities; (b) new shares arising from exercising share options or
vesting of share awards outstanding or subsisting at the time of the passing of
this resolution and (c) any subsequent consolidation or subdivision of shares;
and
(iii)
unless revoked or varied by ordinary resolution of the shareholders of the
Company in general meeting, this resolution shall remain in force until 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, whichever is
earlier.” (See Explanatory Note 6)
8.
Proposed Renewal of Shareholders’ Mandate for Recurrent Interested Person
Transactions
(i)
“That approval be and is hereby given for the renewal of the mandate for the
purposes of Chapter 9 of the Listing Manual of the SGX-ST, for the Company,
its subsidiaries and associated companies or any of them to enter into any
of the transactions falling within the types of Interested Person Transactions,
particulars of which are set out in the Appendix A (“Appendix”) to the Annual
Report of the Company for the financial year ended 31 December 2015 with
any party who is of the class of Interested Persons described in the Appendix
provided that such transactions are made on normal commercial terms
and will not be prejudicial to the interests of the Company and its minority
shareholders and in accordance with the review procedures set out in the
Appendix;
(ii)
That the Audit Committee of the Company be and is hereby authorised to
take such actions as it deems proper in respect of such procedures and/or
to modify or implement such procedures as may be necessary to take into
consideration any amendment to Chapter 9 of the Listing Manual of the
SGX-ST which may be prescribed by the SGX-ST from time to time;
(Resolution 10)
