NOTICE OF ANNUAL GENERAL MEETING
Annual Report 2015
Karin Technology Holdings Limited
123
(2)
(subject to such manner of calculation as may be prescribed by the SGX-ST)
for the purpose of determining the aggregate number of shares that may
be issued under sub-paragraph (1) above, the total number of issued Shares
excluding treasury shares is based on the Company’s total number of issued
Shares excluding treasury shares at the time this Resolution is passed, after
adjusting for:
(i)
new Shares arising from the conversion or exercise of any convertible
securities or share options or vesting of share awards which are
outstanding or subsisting at the time this Resolution is passed; and
(ii)
any subsequent bonus issue, consolidation or subdivision of shares;
(3)
in exercising the authority conferred by this Resolution, the Company shall
comply with the provisions of the Listing Manual of the SGX-ST for the time
being in force (unless such compliance has been waived by the SGX-ST) and
the Bye-Laws for the time being of the Company; and
(4)
(unless revoked or varied by the Company in general meeting) the authority
conferred by this Resolution shall continue in force until the conclusion of
the next Annual General Meeting of the Company or the date by which the
next Annual General Meeting of the Company is required by law to be held,
whichever is the earlier.”
(See Explanatory Note 2)
7.
Authority to allot and issue Shares under the Karin Performance Share Plan
“That the Directors of the Company be and are hereby authorised to grant awards
in accordance with the provisions of the Karin Performance Share Plan (the “
Plan
”)
and to allot and issue such number of fully paid Shares from time to time as may
be required to be issued pursuant to the vesting of awards under the Plan provided
always that the aggregate number of Shares to be issued pursuant to the Plan and
all share awards or share options granted under any other schemes implemented
by the Company (if any) shall not exceed 15% of the total number of issued Shares
(excluding treasury shares) of the Company from time to time and that such authority
shall, unless revoked or varied by the Company in general meeting, shall continue in
full force until the conclusion of the next Annual General Meeting of the Company
or the date by which the next Annual General Meeting of the Company is required
by law to be held, whichever is earlier.”
(See Explanatory Note 3)
(Resolution 8)