OUHUA ENERGY HOLDINGS LIMITED
NOTICE OF
ANNUAL GENERAL MEETING
88
EXPLANATORY NOTES:
(1)
Mr Liang Guo Zhan will, upon re-election as Director of the Company, remain as the executive
chairman of the Company.
Mr Tham Hock Chee will, upon re-election as Director of the Company, remain as a member of the
Audit Committee, Nominating Committee and Remuneration Committee. The Board considers Mr
Tham Hock Chee to be independent for the purpose of Rule 704(8) of SGX listing manual. .
(2)
Ordinary Resolution 6 proposed in item 6 above, if passed, will empower the Directors of the
Company to allot and issue shares and convertible securities in the Company. The number of
shares and convertible securities that the Directors may allot and issue under this Resolution
would not exceed in aggregate 50% of the issued share capital of the Company. For the allotment
and issue of shares and convertible securities otherwise than on a pro rata basis to all
shareholders, the aggregate number shall not exceed 20% of the issued share capital of the
Company. The percentage of issued capital is based on the Company’s i
ssued capital at the time
the proposed Ordinary Resolution is passed after adjusting for new shares arising from the
conversion or exercise of convertible securities or share options or vesting of share awards which
are outstanding or subsisting at the time the proposed Ordinary Resolution is passed and any
subsequent consolidation or subdivision of shares. This authority will, unless previously revoked or
varied at a general meeting, expire at the next Annual General Meeting or date by which the next
Annual General Meeting is required by law to be held, whichever is the earlier.
(3)
Ordinary Resolution 7 proposed in item 7
above is to renew the Shareholders’ Mandate for
transactions with interested persons and if passed, will empower the Directors of the Company to
do all acts necessary to give effect to the Resolution. This authority will, unless previously revoked
or varied at a general meeting, expire at the next Annual General Meeting.
NOTES:
(i)
A Depositor who is a natural person need not submit the Depositor Proxy Form if he is attending
the Annual General Meeting in person. Where a Depositor is a corporation and wishes to be
represented at the Annual General Meeting, it must nominate not more than two persons
(“Appointees”), who shall be natural
persons, to attend and vote as proxy for The Central
Depository (Pte) Limited (“Depository”) at the Annual General Meeting.
(ii)
A Depositor may nominate not more than two Appointees, who shall be natural persons, to attend
and vote in his/her/its place as proxy for the Depository by completing the Depositor Proxy Form in
accordance with the instructions stated therein and depositing the duly completed Depositor Proxy
Form at the office of the
Company’s
Singapore Share Transfer Agent, Tricor Barbinder Share
Registration Services, either by hand at 80 Robinson Road, #11-02, Singapore 068898 or by post
at 80 Robinson Road, #02-00, Singapore 068898 not less than forty-eight (48) hours before the
time appointed for the Annual General Meeting.
PERSONAL DATA PRIVACY:
By submitting a proxy form appointing a proxy(ies) and/or representative(s) to attend, speak and vote at
the Annual General Meeting of the Company and/or any adjournment thereof, a shareholder of the
Company (i) consents to the collection, use and
disclosure of the shareholder’s personal data by the
Company (or its agents) for the purpose of the processing and administration by the Company (or its
agents) of proxies and representatives appointed for the Annual General Meeting of the Company
(including any adjournment thereof) and the preparation and compilation of the attendance lists, minutes
and other documents relating to the Annual General Meeting (including any adjournment thereof ), and in
order for the Company (or its agents) to comply with any applicable laws, listing rules, regulations and/or
guidelines (collectively, the “Purposes”), (ii) warrants that where the shareholder discloses the personal
data of the shareholder’s proxy(ies) and/or representative(s) to the Company (or its agents), t
he
shareholder has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection,
use and disclosure by the Company (or its agents) of the personal data of such proxy(ies) and/or
representative(s) for the Purposes, and (iii) agrees that the shareholder will indemnify the Company in
respect of any penalties, liabilities, claims, demands, losses and damages as a result of the shareholder’s
breach of warranty.