9.
Renewal of Shareholders’Mandate for Interested Person Transactions
That for the purposes of Chapter 9 of the Listing Manual of the SGX-ST:
(a)
approval be given for the renewal of the mandate for the Company, its subsidiaries and associated
companies or any of them to enter into any of the transactions falling within the types of Interested
Person Transactions as set out on pages 4 and 5 of the Appendix to the Annual Report to Shareholders
dated 12 April 2016 (the “Appendix”) with any party who is of the class of Interested Persons described
in the Appendix, provided that such transactions are carried out on normal commercial terms and in
accordance with the review procedures of the Company for such Interested Person Transactions as set
out in the Appendix (the “Shareholders’Mandate”);
(b)
the Shareholders’Mandate shall, unless revoked or varied by the Company in a general meeting, 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 earlier; and
(c)
authority be given to the Directors of the Company to complete and do all such acts and things (including
executing all such documents as may be required) as theymay consider necessary, desirable or expedient
to give effect to the Shareholders’Mandate as they may think fit.
[See Explanatory Note (iii)]
(Resolution 10)
By Order of the Board
LynnWan Tiew Leng
Secretary
Singapore, 12 April 2016
Explanatory Notes:
(i)
The Chairman of this Annual General Meeting will exercise his right under Article 61(a) of the Company’s
Constitution to demand for a Poll in respect of each of the resolutions to be put to the vote of the members at
the Annual General Meeting of the Company and at any adjournment thereof.
Accordingly, each resolution
at the Annual General Meeting of the Company will be voted on by way of a poll.
(ii)
The Ordinary Resolution 9 in item 8 above, if passed, will empower the Directors of the Company, effective
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 or such authority is varied or revoked by the
Company in a general meeting, whichever is the earlier, to issue shares, make or grant Instruments convertible
into shares and to issue shares pursuant to such Instruments, up to a number not exceeding, in total, 50% of
the total number of issued shares (excluding treasury shares) in the capital of the Company, of which up to 20%
may be issued other than on a pro-rata basis to shareholders.
For determining the aggregate number of shares that may be issued, the total number of issued shares (excluding
treasury shares) will be calculated based on the total number of issued shares (excluding treasury shares) in
the capital of the Company at the time this Ordinary Resolution is passed after adjusting for 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 when this Ordinary Resolution is passed and any subsequent bonus
issue, consolidation or subdivision of shares.
NOTICE OF ANNUAL
GENERAL MEETING
143
FOCUSED & RESILIENT
SAMUDERA SHIPPING LINE LTD
ANNUAL REPORT 2015