I N N O T E K L I M I T E D
A N N U A L R E P O R T 2 0 1 5
131
NOTICE OF
ANNUAL GENERAL MEETING
Explanatory Notes:
(i) Ordinary Resolution 6 proposed in item 6 above includes a fee of $120,000 payable to Mr. Peter Tan Boon Heng, who was appointed
Chairman of the Executive Committee, in the absence of an Executive Director, to provide guidance to the new management team of
the China operations and to oversee matters in the Singapore Office.
(ii) Ordinary Resolution 8 proposed in item 8 above, if passed, will empower the Directors from the date of the above Annual General
Meeting until the date of the next Annual General Meeting, to issue, or agree to issue shares and/or grant Instruments that might require
shares to be issued on a pro rata basis to shareholders of the Company, up to an aggregate limit of 50% of the total number of issued
ordinary shares (excluding treasury shares) in the capital of the Company of which up to 20% may be issued other than on a pro-rata
basis to existing shareholders of the Company (calculated as described).
(iii) Ordinary Resolution 9 proposed in item 9 above, if passed, will empower the Directors, from the date of the above Annual General
Meeting until the next Annual General Meeting, to offer and grant options in accordance with the provisions of the Share Plans and to
allot and issue shares as may be issued pursuant to the exercise of options under the Share Plans up to an aggregate limit of 15% of
the total number of issued ordinary shares (excluding treasury shares) in the capital of the Company from time to time (“
15% Limit
”).
The 15% Limit is calculated by including the shares which have already been allotted and issued pursuant to the exercise of options
under the Share Plans.
Notes:
1. A member entitled to attend and vote at the Annual General Meeting is entitled to appoint not more than two proxies to attend and
vote in his/her stead. A proxy need not be a member of the Company.
2. Intermediaries such as banks and capital markets services licence holders which provide custodial services and are members of the
Company may appoint more than two proxies provided that each proxy is appointed to exercise the rights attached to different shares
held by the member.
3. If a proxy is to be appointed, the instrument appointing a proxy must be duly deposited at the Share Registrar’s office at 50 Raffles
Place #32-01 Singapore Land Tower Singapore 048623 not later than 48 hours before the time appointed for the holding of the Annual
General Meeting.
4. The instrument appointing a proxy must be signed by the appointor or his attorney duly authorized in writing. Where the instrument
appointing a proxy is executed by a corporation, it must be executed either under its common seal or under the hand of any officer or
attorney duly authorized.
5. A Depositor’s name must appear on the Depositor Register maintained by The Central Depository (Pte) Limited as at 72 hours before the
time fixed for holding the Annual General Meeting in order for the Depositor to be entitled to attend and vote at the Annual General
Meeting.
Personal Data Privacy:
By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the Annual General Meeting and/or
any adjournment thereof, a member of the Company (i) consents to the collection, use and disclosure of the member’s personal data by the
Company (or its agents) for the purpose of the processing and administration by the Company (or its agents) of proxies and representatives
appointed for the Annual General Meeting (including any adjournment thereof) and the preparation and compilation of the attendance lists,
minutes and other documents relating to the Annual General Meeting (including any adjournment thereof), and in order for the Company
(or its agents) to comply with any applicable laws, listing rules, regulations and/or guidelines (collectively, the “
Purposes
”), (ii) warrants
that where the member discloses the personal data of the member’s proxy(ies) and/or representative(s) to the Company (or its agents), the
member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or
its agents) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii) agrees that the member will indemnify
the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.
