CSE Global - Annual Report 2014 - page 123

NOTICE OF ANNUAL GENERAL MEETING
Explanatory Notes:
(i)
The effect of the Ordinary Resolution 5 in item 4 above, is to re-appoint a Director of the Company who is over 70 years of age and
if passed, he will hold office until the next Annual General Meeting. Such re-appointment of a director will no longer be subject to
shareholders’ approval under Section 153(6) of the Companies Act, Cap. 50 as repealed when the Companies (Amendment) Act
2014 comes into force. The director will then be subject to retirement by rotation under the Company’s Articles of Association.
(ii) The Ordinary Resolution 8 in item 8 above, if passed, will empower the Directors of the Company, effective 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 such authority is varied or revoked by the Company in a general meeting, whichever is the earlier, to
issue shares, make or grant Instruments convertible into shares and to issue shares pursuant to such Instruments, up to a number
not exceeding, in total, 50% of the total number of issued shares (excluding treasury shares) in the capital of the Company, of
which up to 20% may be issued other than on a pro rata basis to shareholders.
For determining the aggregate number of shares that may be issued, the total number of issued shares (excluding treasury shares)
will be calculated based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the
time this Ordinary Resolution is passed after adjusting for new shares arising from the conversion or exercise of any convertible
securities or share options or vesting of share awards which are outstanding or subsisting at the time when this Ordinary Resolution
is passed and any subsequent bonus issue, consolidation or subdivision of shares.
Notes:
1.
A Member entitled to attend and vote at the Annual General Meeting (the “Meeting”) is entitled to appoint not more than two
proxies to attend and vote in his/her stead. A proxy need not be a Member of the Company.
2.
The instrument appointing a proxy must be deposited at the Registered Office of the Company at 50 Raffles Place #32-01,
Singapore Land Tower, Singapore 048623 not less than forty-eight (48) hours before the time appointed for holding the Meeting.
Personal data privacy:
By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the AGM 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) for the purpose of the processing and administration by the Company (or its agents) of proxies and
representatives appointed for the AGM (including any adjournment thereof) and the preparation and compilation of the attendance
lists, minutes and other documents relating to the AGM (including any adjournment thereof), and in order for the Company (or its
agents) to comply with any applicable laws, listing 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),
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) 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.
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ANNUAL REPORT 2014
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