NOTICE OF ANNUAL GENERAL MEETING
131
Karin Technology Holdings Limited
Annual Report 2016
11.
To transact any other business which may be properly transacted at an Annual
General Meeting.
BY ORDER OF THE BOARD
Wong Chi Cheung, Clarence
Chan Lai Yin
Joint Company Secretaries
Singapore, 5 October 2016
Explanatory Notes on Businesses to be Transacted:–
1.
Mr Ng Yuk Wing, Philip is the Senior Executive Director of the Company. The detailed information of Mr Ng
Yuk Wing, Philip can be found under Board of Directors section of the Company’s Annual Report. Mr Ng Yuk
Wing, Philip is the elder brother of Mr Raymond Ng, the Executive Chairman and CEO of the Company and
Mr Allan Ng, the Chief Technology Officer of the Company. Mr. Ng Yuk Wing, Philip is the father of Mr. Ng
Mun Kit, Michael and together they owned Asia Platform Investment Limited. Save as aforesaid, there are no
relationships (including immediate family relationship) between Mr Ng Yuk Wing, Philip and the other Directors
and the Company or its 10% shareholders.
2.
Mr Lim Yew Kong, John, if re-elected, will remain as Chairman of the Audit and Risk Management Committee,
Member of Nominating Committee and Remuneration Committee. Mr Lim Yew Kong, John will be considered
independent for the purposes of Rule 704(8) of the Listing Manual of the Singapore Exchange Securities Trading
Limited. The detailed information of Mr Lim Yew Kong, John can be found under Board of Directors Section of
the Company’s Annual Report. There are no relationships (including immediate family relationship) between Mr
Lim Yew Kong, John and the other Directors and the Company or its 10% shareholders.
3.
Resolution 7, if passed, will empower the Directors from the date of the above Meeting until the date of the
next Annual General Meeting, to allot and issue Shares and convertible securities in the Company. The aggregate
number of Shares (including any Shares issued pursuant to the convertible securities) which the Directors may
allot and issue under this Resolution will not exceed 50% of the Company’s total number of issued shares
excluding treasury shares of the Company. For issues of shares other than on a pro rata basis to all shareholders,
the aggregate number of shares to be issued will not exceed 20% of Company’s total number of issued Shares
excluding treasury shares of the Company. This authority will, unless previously revoked or varied at a general
meeting, expire at 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. However, notwithstanding
the cessation of this authority, the Directors are empowered to issue Shares pursuant to any Instrument made
or granted under this authority.
4.
Resolution 8, if passed, will empower the Directors, from the date of the above meeting until the next Annual
General Meeting, to grant awards 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 Plan, provided 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) from
time to time.
