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Straco Corporation Limited • Annual Report 2014
AS SPECIAL BUSINESS
To consider and, if thought fit, to pass the following ordinary resolutions with or without modifications:-
7.
Authority to allot and issue shares
“That:
(a)
Pursuant to Section 161 of the Companies Act, Chapter 50, and the listing rules of the Singapore Exchange Securities Trading Limited, approval
be and is hereby given to the Directors of the Company at any time to such persons and upon such terms and for such purposes as the
Directors may in their absolute discretion deem fit, to:
(i)
issue shares in the capital of the Company whether by way of rights, bonus or otherwise;
(ii)
make or grant offers, agreements or options that might or would require shares to be issued or other transferable rights to subscribe
for or purchase shares (collectively, “Instruments”) including but not limited to the creation and issue of warrants, debentures or other
instruments convertible into shares;
(iii) issue additional Instruments arising from adjustments made to the number of Instruments previously issued in the event of rights, bonus
or capitalisation issues; and
(b)
(Notwithstanding the authority conferred by the shareholders may have ceased to be in force) issue shares in pursuance of any Instrument made
or granted by the Directors while the authority was in force,
provided always that
(i)
the aggregate number of shares to be issued pursuant to this resolution (including shares to be issued in pursuance of Instruments made or
granted pursuant to this resolution) does not exceed 50% of the total number of issued shares excluding treasury shares of the Company, of
which the aggregate number of shares (including shares to be issued in pursuance of Instruments made or granted pursuant to this resolution)
to be issued other than on a pro rata basis to shareholders of the Company does not exceed 20% of the total number of issued shares
excluding treasury shares of the Company, and for the purpose of this resolution, the issued share capital shall be the Company’s total number
of issued shares excluding treasury shares at the time this resolution is passed, after adjusting for;
a)
new shares arising from the conversion or exercise of convertible securities, or
b)
new shares arising from exercising share options or vesting of share awards outstanding or subsisting at the time this resolution is passed
provided the options or awards were granted in compliance with Part VIII of Chapter 8 of the Listing Manual of the Singapore Exchange
Securities Trading Limited, and
NOTICE OF ANNUAL GENERAL MEETING
