TUNG LOK RESTAURANTS (2000) LTD / Annual Report
2016
99
NOTICE OF 16TH ANNUAL GENERAL MEETING
7.
To re-appoint Ernst & Young LLP as Auditors and to authorise the Directors to fix their
remuneration.
[Resolution 7]
AS SPECIAL BUSINESS
To consider and, if thought fit, pass the following as Ordinary Resolutions, with or without modifications:-
8.
Authority to allot and issue shares
That pursuant to Section 161 of the Companies Act, Cap. 50 and Rule 806 of the SGX-ST Catalist
Listing Rules, authority be and is hereby given to the Directors of the Company to:
(i)
issue shares in the capital of the Company whether by way of rights, bonus or otherwise,
and/or
(ii)
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,
debentures or other instruments convertible into shares,
at any time and upon such terms and conditions and for such purposes and to such persons as
the Directors may, in their absolute discretion deem fit; and
(iii)
(notwithstanding that the authority conferred by this resolution may have ceased to be in
force) issue shares in pursuance of any instrument made or granted by the Directors whilst
this resolution was in force.
provided THAT:-
(a)
the aggregate number of shares to be issued pursuant to this resolution does not exceed
100% of the total number of issued shares in the Company (excluding treasury shares),
of which the aggregate number of shares to be issued other than on a pro-rata basis to
shareholders of the Company does not exceed 50% of the total number of issued shares in
the capital of the Company (excluding treasury shares);
[Resolution 8]
(b)
for the purpose of determining the aggregate number of shares that may be issued under
paragraph (a) above, the percentage of issued shares shall be based on the total number
of issued shares in the capital of the Company (excluding treasury shares) at the time
this resolution is passed, after adjusting for (i) new shares arising from the conversion or
exercise of any convertible securities or share options or vesting of share awards which
are outstanding at the time this resolution is passed, and (ii) any subsequent bonus issue,
consolidation or subdivision of shares; and
(c)
unless revoked or varied by the Company in general meeting, such authority shall continue
in force until the conclusion of the next annual general meeting of the Company or when it
is required by law to be held, whichever is earlier. [See Explanatory Note (ii)]
