NOTICE IS HEREBY GIVEN
that the 2003 Annual General
Meeting of the shareholders
of the Company will be held
on Friday, 23 May 2003 at 18
Cross Street 8th Floor China
Square Central Singapore
048423 at 10.00 a.m. to
transact the following
businesses :
AS ORDINARY BUSINESS
|
1. |
To receive the
audited financial
statements of the
Company and the
Reports of the
Directors and
Auditors for the
period ended 31
December 2002. |
Resolution 1 |
|
2. |
To declare a final
dividend of 1 cent
per ordinary share
net of tax for the
period ended 31
December 2002.
|
Resolution 2 |
|
3. |
To re-elect the
following directors
retiring pursuant to
the Company's
Articles of
Association : |
 |
 |
(i) Tan Lay Ling
(Article 107)
[Note: Ms Tan Lay
Ling, Executive
Director, will, upon
re-election as
Director of the
Company, remain as
an Executive
Director.] |
Resolution 3 |
|
4. |
To approve the
Directors' fees for
the period ended 31
December 2002. |
Resolution 4 |
|
5. |
To re-appoint Chio
Lim & Associates as
the Auditors for the
ensuing year and to
authorise the
Directors to fix
their remuneration. |
Resolution 5 |
AS SPECIAL BUSINESS
 |
To consider and, if
thought fit, to pass
the following
Resolution as
Ordinary Resolution,
with or without
amendments: |
 |
|
6. |
"That the Directors
be and are hereby
authorised, pursuant
to Section 161 of
the Companies Act
(Cap. 50) and the
Articles of
Association, to
allot and issue
shares and/or
convertible
securities where the
maximum number of
shares to be issued
upon conversion is
determinable at the
time of the issue of
such securities in
the Company (whether
by way of rights,
bonus or otherwise)
at any time and from
time to time
thereafter to such
persons and on such
terms and conditions
and for such
purposes as the
Directors may in
their absolute
discretion deem fit
provided always that
the aggregate number
of shares and/or
convertible
securities to be
issued shall not
exceed fifty per
cent (50%) of the
issued share capital
of the Company, of
which the aggregate
number of shares
and/or convertible
securities to be
issued other than on
a pro-rata
basis to existing
shareholders shall
not exceed twenty
per cent (20%) of
the issued share
capital of the
Company (the
percentage of issued
share capital being
based on the issued
share capital at the
time such authority
is given after
adjusting for new
shares arising from
the conversion of
convertible
securities or
employee share
options on issue at
the time such
authority is given
and any subsequent
consolidation or
subdivision of
shares), and unless
revoked or varied by
the Company in
general meeting and
that such authority
shall continue in
force until the
conclusion of the
next Annual General
Meeting or the
expiration of the
period within which
the next Annual
General Meeting of
the Company is
required by law to
be held, whichever
is earlier."
[See Explanatory
Note (i)] |
Resolution 6 |
|
7. |
And to transact any
other business which
may be properly
transacted at an
Annual General
Meeting. |
 |
NOTICE IS ALSO HEREBY
GIVEN that the Transfer
Books and Register of
Members of the Company will
be closed on 4 June 2003 for
the purpose of determining
shareholders' entitlements
to the proposed final
dividend of 1 cent per
ordinary share net of tax in
respect of the financial
period ended 31 December
2002 (the "Proposed Final
Dividend").
Duly completed transfers
received by the Company's
Registrars, Barbinder & Co
Pte Ltd at 8 Cross Street
#11-00 PWC Building
Singapore 048424 up to 5.00
p.m. on 3 June 2003 will be
registered before
entitlements to the Proposed
Final Dividend are
determined. The Proposed
Final Dividend, if approved
by shareholders at the 2003
Annual General Meeting, will
be paid on 18 June 2003.
Members whose Securities
Accounts with The Central
Depository (Pte) Limited ("CDP")
are credited with shares at
5.00 p.m. on 3 June 2003
will be entitled to the
Proposed Final Dividend.
In respect of shares in
Securities Accounts with CDP,
the said dividend will be
paid by the Company to CDP
which will in turn
distribute the dividend
entitlements to such holders
of shares in accordance with
its practice.
BY ORDER OF THE BOARD
Tan Lay Kuan
Tan Siok Kheng
Company Secretaries
Singapore
Date : 6 May 2003
Explanatory Note:
(i) The Ordinary Resolution
proposed in item 6 above, if
passed, will empower the
Directors of the Company
from the date of the above
meeting until the next
Annual General Meeting to
issue shares and convertible
securities in the Company up
to the limit as specified in
the Resolution for such
purposes as they consider
would be in the interests of
the Company. This authority
will continue in force until
the next Annual General
Meeting of the Company,
unless previously revoked or
varied at a general meeting.
Note :
a) A member entitled to
attend and vote at this
meeting is entitled to
appoint a proxy to attend
and vote in his stead. A
proxy need not be a member
of the Company.
b) If a proxy is to be
appointed, the form must be
deposited at the registered
office of the Company at 28
Joo Koon Circle Singapore
629057 not less than 48
hours before the meeting.
c) The form of proxy must be
signed by the appointor or
his attorney duly authorised
in writing.
d) In the case of joint
shareholders, all holders
must sign the form of proxy.