Stamford Tyres Corporation Ltd - Annual Report 2016 - page 125

DRIVING IT UP
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ANNUAL REPORT 2016
Notice of Annual General Meeting
(Cont’d)
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 the authority conferred by this Resolution may have ceased to be in force) issue
shares in pursuance of any Instruments made or granted by the Directors while this Resolution was
in force,
provided that:
(i)
the aggregate number of shares to be issued pursuant to this Resolution (including shares
to be issued in pursuance of Instruments made or granted pursuant to this Resolution)
does not exceed 50% of the total number of issued shares (excluding treasury shares) 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 shareholders of the Company
(including shares to be issued in pursuance of Instruments made or granted pursuant to this
Resolution) does not exceed 20% of the total number of issued shares (excluding treasury
shares) the Company (as calculated in accordance with sub-paragraph (2) below);
(ii)
(subject to such manner of calculation as may be prescribed by the Singapore Exchange
Securities Trading Limited) for the purpose of determining the aggregate number of shares
that may be issued under sub-paragraph (1) above, the total number of shares (excluding
treasury shares) shall be based on the total number of issued shares (excluding treasury
shares) of the Company at the time this Resolution is passed, after adjusting for:
(a)
new shares arising from the conversion or exercise of any convertible securities or
share options or vesting of share awards which are outstanding at the time this
Resolution is passed; and
(b)
any subsequent bonus issue, consolidation or subdivision of shares;
(iii)
in exercising the authority conferred by this Resolution, the Company shall comply with the
provisions of the Listing Manual of the Singapore Exchange Securities Trading Limited for
the time being in force (unless such compliance has been waived by the Singapore Exchange
Securities Trading Limited) and the Constitution for the time being of the Company; and
(iv)
(unless revoked or varied by the Company in general meeting) the authority conferred by this
Resolution shall 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 the earlier. [See explanatory note (e)]
Resolution 8
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