Page 106-107 - ar2014

104 E U R O S P O R T S G L O B A L L I M I T E D
EXPLANATORY NOTES:
(i) Mr Goh Kim San, upon re-election as a Director of the Company, will remain as the Executive Chairman and
Chief Executive Officer of the Company.
(ii) Mr Tan Siok Sing, upon re-election as a Director of the Company, will remain as the Chairman of the
Nominating Committee and a member of the Audit Committee and the Remuneration Committee of the
Company. Mr Tan is an Independent Director.
(iii) Mr Lim Kim Quee, upon re-election as a Director of the Company, will remain as the Chairman of the
Remuneration Committee and a member of the Audit Committee and the Nominating Committee of the
Company. Mr Lim is an Independent Director.
(iv) Mr Ng Tiak Soon, upon re-election as a Director of the Company, will remain as the Chairman of the
Audit Committee and a member of the Nominating Committee and the Remuneration Committee of the
Company. Mr Ng is the Lead Independent Director.
(v) Resolution 9 proposed in item 10. above, if passed, is to empower the Directors to allot and issue shares
in the capital of the Company and/or Instruments (as defined above). The aggregate number of shares
to be issued pursuant to Resolution 9 (including shares to be issued in pursuance of Instruments made or
granted) shall not exceed one hundred per cent. (100%) of the total number of issued shares excluding
treasury shares of the Company, with a sub-limit of fifty per cent. (50%) for shares issued other than on
a pro-rata basis (including shares to be issued in pursuance of Instruments made or granted pursuant to
this Resolution) to shareholders with registered addresses in Singapore. For the purpose of determining
the aggregate number of shares that may be issued, the percentage of the total number of issued shares
excluding treasury shares of the Company will be calculated based on the total number of issued shares
excluding treasury shares of the Company at the time of the passing of Resolution 9, after adjusting for (i)
new shares arising from the conversion or exercise of any convertible securities; (ii) new shares arising from
exercise of share options or vesting of share awards outstanding or subsisting at the time of the passing of
Resolution 9, provided the options or awards were granted in compliance with Part VIII of Chapter 8 of the
Rules of Catalist; and (iii) any subsequent bonus issue, consolidation or subdivision of shares.
(vi) Resolution 10 proposed in item 11. above, if passed, is to authorise the Directors to offer and grant awards
in accordance with the provisions of the Performance Share Plan and to allot and issue shares thereunder.
(vii) Resolution 11 proposed in item 12. above, if passed, is to authorise the Directors to offer and grant options
in accordance with the provisions of the Scheme and pursuant to Section 161 of the Companies Act, Cap.
50 to allot and issue shares under the Scheme. The size of the Scheme is limited to fifteen per cent. (15%)
of the total number of issued shares excluding treasury shares of the Company for the time being.
This Notice of Annual General Meeting (“Notice”) has been prepared by the Company and its contents have been
reviewed by the Sponsor, CIMB Bank Berhad, Singapore Branch for compliance with the relevant rules of the SGX-
ST. The Sponsor has not independently verified the contents of this Notice including the accuracy or completeness
of any of the figures used, statements, opinions or other information made or disclosed.
This Notice has not been examined or approved by the SGX-ST. The Sponsor and the SGX-ST assume no
responsibility for the contents of this Notice including the correctness of any of the statements or opinions made
or reports contained in this Notice.
The contact person for the Sponsor is Mr Eric Wong, Director, Corporate Finance. The contact particulars are 50
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NOTICE OF
ANNUAL GENERAL MEET ING
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