Stamford Land Corporation Ltd - Annual Report 2014/2015 - page 131

129
ANNUAL REPORT 2014/2015
SPECIAL BUSINESS
To consider and, if thought fit, to pass, with or without modifications, the following resolution as ordinary resolution:
8. That authority be and is hereby given to the Directors to:
(a) (i) issue new shares in the capital of the Company (“shares”) 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 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 issued shares in the capital of the Company (as calculated in accordance
with sub-paragraph (ii) 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 issued
shares in the capital of the Company (as calculated in accordance with sub-paragraph (ii) below);
(ii) (subject to such manner of calculation as may be prescribed by the SGX-ST) for the purpose of
determining the aggregate number of shares that may be issued under sub-paragraph (i) above,
the percentage of issued shares shall be based on the number of issued shares in the capital of
the Company at the time this Resolution is passed, and adjusting for: (1) 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 this Resolution is passed; and (2) 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 SGX-ST for the time being in force (unless such compliance has been
waived by the SGX-ST) and the Articles of Association for the time being of the Company; and
NOTICE OF ANNUAL GENERAL MEETING AND BOOKS CLOSURE
STAMFORD LAND CORPORATION LTD
Company Registration No. 197701615H (Incorporated in the Republic of Singapore)
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