General Meeting 2012



14 AUGUST 2013

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(the "Company")
(Registration No. 196100023H)


NOTICE IS HEREBY GIVEN THAT the Annual General Meeting of the Company will be held at RELC International Hotel, 30 Orange Grove Road, Level 5 (Room 507), Singapore 258352 on 14 September 2012 at 9.30 a.m. for the following purposes:



  • 1) To receive and adopt the Directors’ Report and the Audited Accounts for the financial year ended 31 March 2012, together with the Auditors’ Report thereon. (Resolution 1)
  • 2) To declare a final dividend of 1 cent per ordinary share tax exempt (one-tier) for the financial year ended 31 March 2012. [See Explanatory Note (i)]. (Resolution 2)
  • 3) To approve the following payments in relation to Directors' Fees of up to:
    • S$40,000 as additional Directors' Fees for the financial year ended 31 March 2012, to be paid in September 2012. (2011: $40,000). [See Explanatory Note (ii)]
    • S$80,000 as Directors’ Fees for the financial year ending 31 March 2013, to be paid quarterly in arrears. (2012: S$100,000) (Resolution 3)
  • 4) To re-appoint Messrs Ernst & Young LLP, as Auditors and to authorise the Directors to fix their remuneration. (Resolution 4)
  • 5) To transact any other routine business that may be properly transacted at an Annual General Meeting.


To consider and, if thought fit, to pass the following resolutions as Ordinary Resolutions, with or without modifications:


  • 6) THAT it be noted that Mr Cecil Vivian Richard Wong, a Director retiring pursuant to Section 153 of the Companies Act, Cap. 50, will not be seeking re-appointment. (Resolution 5))


  • 7) THAT pursuant to the provisions of Section 161 of the Companies Act, Cap. 50 (the “Act”) and notwithstanding the provisions of Article 48 of the Articles of Association but subject otherwise to the provisions of the Act and the Articles of Association of the Company, the Directors be and are hereby authorised to allot and issue shares in the capital of the Company (whether by way of rights, bonus or otherwise) at any time and for such purposes and to such persons on such terms and conditions and with such rights or restrictions as they may in their absolute discretion think fit to impose and that such authority shall continue in force until the conclusion of the next Annual General Meeting or the expiration of the period within which the next Annual General Meeting of the Company is required by law to be held, whichever is the earlier. (Resolution 6)

By Order of the Board


Tan La Hiong
Company Secretary


Date: 30 August 2012



  1. A member entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy to attend and to vote instead of him. A proxy need not be a member of the Company.
  2. A member of the Company which is a corporation is entitled to appoint its authorised representatives or proxies to vote on its behalf.
  3. The instrument appointing the proxy must be lodged at the registered office of the Company at 5 Kadayanallur Street, Singapore 069183 not less than forty-eight (48) hours before the time fixed for the Annual General Meeting.

Explanatory Notes:

  1. The Share Transfer Books and Register of Members of the Company will be closed on 28 September 2012 for the purpose of determining members’ entitlement to the proposed final dividends. Duly completed registrable transfers in respect of shares in the Company received up to the close of business at 5.00 p.m. on 27 September 2012 will be registered to determine members’ entitlements to the proposed final dividends. The proposed final dividends (if approved at the Annual General Meeting) will be paid on or around 10 October 2012.
  2. The proposed additional Directors’ Fees for the year ended 31 March 2012 are to recognise the Directors’ contributions towards the financial performance of the Group for the year ended 31 March 2012.