Tung Lok Restaurant (2000) Ltd Annual Report 2016 - page 120

TUNG LOK RESTAURANTS (2000) LTD / Annual Report
2016
119
LETTER TO SHAREHOLDERS
###
Deemed to be interested in the 52,857,280 Shares held by Goodview Properties Pte Ltd by virtue of its controlling interest
in Far East Organization Centre Pte Ltd, which in turn has a controlling interest in Goodview Properties Pte Ltd; and 466,480
Shares held by Kuang Ming Investments Pte. Ltd. as its associate, Mdm Tan Kim Choo, has more than 20% interest in Kuang
Ming Investments Pte. Ltd. by virtue of Section 7 of the Act
@ Deemed to be interested in the 20,300,000 Shares held by Antica Bay Pte. Ltd. by virtue of Section 7 of the Act
6.2 Save as disclosed above, none of the Directors has any direct or deemed interest in the Shares.
7.
STATEMENT OF THE AUDIT AND RISK COMMITTEE
The Audit and Risk Committee confirms that the methods and procedures for determining the transaction prices for the
Recurrent IPTs have not changed since the Shareholder’s approval of the IPT Mandate in the 2011 EGM.
The Audit and Risk Committee has reviewed the terms of the IPT Mandate and is satisfied that the review procedures of
the Recurrent IPTs set up by the Company for determining the transaction prices of the IPTs, if adhered to, are sufficient
to ensure that the IPTs will be carried out on normal commercial terms and will not be prejudicial to the interests of the
Company and its minority Shareholders.
8.
UNAFFECTED DIRECTORS’ RECOMMENDATIONS
Having considered, amongst others, the rationale for and benefits of the IPT mandate to the Group and its Associated
Companies set out in
paragraph 4.5
, the Unaffected Directors are of the view that the IPT Mandate is in the interests of
the Company and, accordingly, recommend that the Shareholders vote in favour of the ordinary resolutions relating to
the IPT Mandate.
9.
ABSTENTION FROM VOTING
Abstinence from voting
In accordance with Rule 920(1)(b)(viii) of the Catalist Rules, the Interested Persons will abstain and have undertaken to
ensure that their Associates will abstain from voting on the resolutions approving the IPT Mandate. Furthermore, such
Interested Persons shall not act as proxies in relation to such resolution unless voting instructions have been given by a
Shareholder.
As GSH is an Interested Person, he will abstain from and has undertaken to ensure that the GSH Associates will abstain
from making any recommendations or vote on any matter in connection with the IPTs. Save as disclosed herein, none of
the Directors or Substantial Shareholders of the Company has any interest, direct or indirect, in the IPTs.
10.
DIRECTORS’ RESPONSIBILITY STATEMENT
The Directors collectively and individually accept full responsibility for the accuracy of the information given in this
Appendix and confirm after making all reasonable enquiries, that to the best of their knowledge and belief, this Appendix
constitutes full and true disclosure of all material facts about the proposed renewal of the IPT Mandate, the Company
and its subsidiaries, and the Directors are not aware of any facts the omission of which would make any statement of
this Appendix misleading. Where information in the Appendix has been extracted from published or otherwise publicly
available sources or obtained from a named source, the sole responsibility of the Directors has been to ensure that such
information has been accurately and correctly extracted from those sources and/or reproduced in the Appendix in its
proper form and context.
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