201 Annual Report 2024 NOTICE OF ANNUAL GENERAL MEETING 10. Authority to allot and issue Shares pursuant to the CSE Global Limited Scrip Dividend Scheme That authority be and is hereby given to the Directors of the Company to allot and issue from time to time such number of new ordinary shares in the Company as may be required to be allotted and issued pursuant to the CSE Global Limited Scrip Dividend Scheme. [See Explanatory Note (vi)] (Resolution 10) By Order of the Board Lai Kuan Loong, Victor Company Secretary Singapore, 4 April 2025 Explanatory Notes: (i) Resolutions 3 and 4 – Detailed information about Directors of the Company can be found in the “Board of Directors” section of the Company’s Annual Report, including their current directorships in other listed companies and other principal commitments held. Please also refer to the section titled “Additional Information on Directors Seeking Election/Re-Election” appended to this Notice of Annual General Meeting for additional information on the retiring Directors. Mr Tan Chian Khong will, upon re-election as a Director of the Company, remain as Chairman of Audit and Risk Committee and Nominating Committee and will be considered independent. Mr Tang Wai Loong Kenneth will, upon re-election as a Director of the Company, remain as a member of the Audit and Risk Committee, and will be considered independent. Dr Lee Kong Ting will, upon his retirement as a Director of the Company, relinquish his role as a member of Audit and Risk Committee. Mr Derek Lau Tiong Seng will, upon his retirement as a Director of the Company, relinquish his role as a member of Nominating Committee. (ii) Resolution 5 is to facilitate the payment of Directors’ Fees to Non-Executive Directors for the financial year ended 31 December 2024. The amount is computed based on the Director’s fees framework as disclosed on page 52 in the Corporate Governance Report. (iii) Resolution 6 is to facilitate the payment of Directors’ Fees of up to S$600,000 to Non-Executive Directors during the financial year ending 31 December 2025, quarterly in arrears, in which the fees are to be incurred. The amount is computed based on the newly adopted Directors’ fees framework as disclosed on page 53 in the Corporate Governance Report and caters for the possibility that additional fees may be payable in event that an additional board or board committee member is being appointed in the course of the financial year ending 31 December 2025. In the event that payments are required to be made to the Directors in excess of the amount proposed, approval will be sought at next year’s Annual General Meeting before such payments are made. (iv) Resolution 8, 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 and subsidiary holdings) 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 and subsidiary holdings) will be calculated based on the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company at the time this Ordinary Resolution is passed after adjusting for new shares arising from (a) the conversion or exercise of any convertible securities; (b) share options or vesting of share awards, provided the options and awards were granted in compliance with the Listing Manual; and (c) any subsequent bonus issue, consolidation or subdivision of shares, provided such adjustments in sub-paragraphs (a) and (b) above are made in respect of new shares arising from convertible securities, share options or share awards which were issued and outstanding or subsisting at the time of the passing of this Ordinary Resolution. (v) Resolution 9, if passed, will empower the Directors, from the date of this Annual General Meeting until the next Annual General Meeting, or the date by which the next Annual General Meeting is required by law to be held, whichever is earlier, unless such authority is varied or revoked by the Company in general meeting, to purchase or acquire Shares up to the Prescribed Limit, at prices up to but not exceeding the Maximum Price, as at the date of the passing of this Ordinary Resolution. The source of funds to be used for the purchase or acquisition of Shares including the amount of financing and its impact on the Company’s financial position are set out in Sections 2.6 and 2.7 of the Appendix dated 4 April 2025. (vi) Resolution 10, if passed, will authorise the Directors to allot and issue new ordinary shares of the Company pursuant to the CSE Global Limited Scrip Dividend Scheme (“Scrip Dividend Scheme”) to participating shareholders who, in respect of a qualifying dividend, have elected to receive scrip in lieu of the cash amount, in respect of all, and not part only, of that qualifying dividend.
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