OUHUA ENERGY HOLDINGS LIMITED
NOTICE OF
ANNUAL GENERAL MEETING
86
NOTICE IS HEREBY GIVEN
that the Annual General Meeting of OUHUA ENERGY HOLDINGS LIMITED
will be held at Lotus Room, Peninsula Excelsior Hotel, 5 Coleman Street, Singapore 179805, on Friday, 29
April 2016 at 2:00 p.m. for the following purposes:-
AS ORDINARY BUSINESS:-
1.
To receive and adopt the Audited Financial Statements for the financial year ended 31 December
2015 together with the report of the Auditors and Dir
ectors’ Statement.
(Resolution 1)
2.
To re-elect the following Director retiring pursuant to the following Bye-Laws of the Company:-
Mr Liang Guo Zhan (Bye-Law 104)
(Resolution 2)
Mr Tham Hock Chee (Bye-Law 104)
(Resolution 3)
[See Explanatory Note 1]
3.
To approve the payment of Directors’
fees of S$119,000 for the financial year ended 31 December
2015.
(Resolution 4)
4.
To re-appoint Mazars LLP as Auditors of the Company and to authorise the Directors to fix their
remuneration.
(Resolution 5)
5.
To transact any other ordinary business that may be properly transacted at an Annual General
Meeting.
AS SPECIAL BUSINESS:-
6.
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:-
“T
hat authority be and is hereby given to the Directors to:-
(A)
(i)
issue shares in the capital of the Company whether by way of rights, bonus or
otherwise; and/or
(ii)
make or grant offers, agreements or options (collectively, “Instruments”) that might
or would require shares to be issued, including but not limited to the creation and
issue of (as well as adjustments to) warrants, debentures or other instruments
convertible into shares,
at any time and upon such terms and conditions and for such purposes and to such
persons as the Directors may in their absolute discretion deem fit; and
(B)
(notwithstanding that this authority may have ceased to be in force) issue shares in
pursuance of any Instrument made or granted by the Directors while this authority was in
force,
provided that:-
(1)
the aggregate number of shares to be issued pursuant to such authority (including shares
to be issued in pursuance of Instruments made or granted pursuant to this authority) does
not exceed 50% of the issued share capital of the Company (as calculated in accordance
with sub-paragraph (2) below), of which the aggregate number of shares to be issued
other than on a pro-rata basis to the existing shareholders of the Company (including
shares to be issued in pursuance of Instruments made or granted pursuant to this
authority) does not exceed 20% of the issued share capital of the Company (as calculated
in accordance with sub-paragraph (2) below);
