ANNUAL REPORT
2016
.109
and otherwise in accordance with all other laws and regulations and rules of the SGX-ST as may for the time
being be applicable, be and is hereby authorised and approved generally and unconditionally (the ¡°
Share
Purchase Mandate
¡±);
(b)
unless varied or revoked by the Company in general meeting, the authority conferred on the Directors of the
Company pursuant to the Share Purchase Mandate may be exercised by the Directors at any time and from
time to time during the period commencing from the date of the passing of this Resolution and expiring on the
earliest of:
(i)
the date on which the next Annual General Meeting of the Company (¡°
AGM
¡±) is held or required by law
to be held;
(ii)
the date on which the purchases or acquisitions of Shares by the Company pursuant to the Share
Purchase Mandate are carried out to the full extent mandated; or
(iii)
the date on which the authority conferred by the Share Purchase Mandate is varied or revoked by
Shareholders in general meeting;
(c)
in this Resolution:
¡°
Maximum Percentage
¡± means that number of issued Shares representing 10% of the total number of issued
Shares as at the date of the passing of this Resolution (excluding any Shares which are held as treasury shares
as at that date);
¡°
Maximum Price
¡± in relation to a Share to be purchased or acquired, means the purchase price (excluding
brokerage, commission, applicable goods and services tax and other related expenses) which shall not exceed:
(i)
in the case of a market purchase of a Share, 105% of the Average Closing Price of the Shares; and
(ii)
in the case of an off-market purchase of a Share, 120% of the Average Closing Price of the Shares;
¡°
Average Closing Price
¡± means the average of the closing market prices of a Share over the last five (5) Market
Days on which the Shares are transacted on the Catalist 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 Rules of Catalist, for any corporation action that occurs
after the relevant five-day period; and
¡°
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 Shareholders, stating therein the relevant terms of the equal access scheme for
effecting the off-market purchase;
(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.
[See Explanatory Note (iv)]
(Resolution 7)
