(i)
the date on which the next Annual General Meeting of the Company is held
or required by law to be held;
(ii)
the date on which the authority conferred by the Share Purchase Mandate is
revoked or varied by shareholders in general meeting; or
(iii) the date on which the Company has purchased the maximum number of
Shares mandated under the Share Purchase Mandate;
(c) in this resolution:-
“Average Closing Price” means the average of the closing market prices of a Share
over the five consecutive Market Days on which the Shares are transacted on the
SGX-ST, immediately preceding the date of the Market Purchase by the Company
or, as the case may be, the date of the making of the offer pursuant to the Off-
Market Purchase, and deemed to be adjusted, in accordance with the listing rules
of the SGX-ST, for any corporate action that occurs after the relevant five Market
Days period;
“date of the making of the offer” means the date on which the Company makes
an offer for the purchase or acquisition of Shares from holders of Shares, stating
therein the relevant terms of the equal access scheme for effecting the Off-Market
Purchase;
“Market Day” means a day on which the SGX-ST is open for trading in securities;
“Maximum Percentage” means that number of issued Shares representing 10%
of the total number of issued ordinary shares (excluding treasury shares) in the
capital of the Company as at the date of the passing of this resolution; and
“Maximum Price” in relation to a Share to be purchased, means the purchase
price to be paid for the Shares (excluding brokerage, stamp duties, commission,
applicable goods and services tax and other related expenses) not exceeding:-
(i)
in the case of a Market Purchase, 105% of the Average Closing Price; and
(ii) in the case of an Off-Market Purchase pursuant to an equal access scheme,
110% of the Average Closing Price, and
(d) the directors of the Company and/or any of them be and are hereby authorised to
complete and do all such acts and things (including executing such documents as
may be required) as they and/or he may consider expedient or necessary to give
effect to the transactions contemplated and/or authorised by this resolution.
Resolution 8
9.
To transact such other business as can be transacted at an Annual General Meeting of
the Company.
NOTICE OF ANNUAL GENERAL
MEETING
ASL Marine Holdings Ltd. /Annual Report 2015
174
