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FY 2011 Annual Report - Sheng Siong

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76 <strong>Sheng</strong> <strong>Siong</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2011</strong><br />

Notice of First <strong>Annual</strong> General Meeting<br />

NOTICE IS HEREBY GIVEN that the First <strong>Annual</strong> General Meeting of SHENG SIONG GROUP LTD. (the “Company”)<br />

will be held at 6 Mandai Link, Singapore 728652 on Tuesday, 24 April 2012 at 10 a.m. (the “<strong>Annual</strong> General Meeting”)<br />

for the following purposes:<br />

AS ORDINARY BUSINESS<br />

1. To receive and adopt the Directors’ <strong>Report</strong> and Audited Accounts of the Company for the financial year ended<br />

31 December <strong>2011</strong> together with the Auditors’ <strong>Report</strong> thereon. (Resolution 1)<br />

2. To declare a first and final (one-tier tax exempt) dividend of 1.77 cents per ordinary share for the financial year<br />

ended 31 December <strong>2011</strong>. (Resolution 2)<br />

3. To re-elect the following Directors retiring pursuant to the Company’s Articles of Association (the “Articles”):<br />

Mr. Lim Hock Chee (Article 89) (Resolution 3)<br />

Mr. Lim Hock Eng (Article 89) (Resolution 4)<br />

Mr. Goh Yeow Tin (Article 89) (Resolution 5)<br />

[See Explanatory note (i)]<br />

To re-elect Mr. Tan Ling San as a Director of the Company pursuant to Section 153 of the Companies Act of<br />

Singapore (Cap. 50) (the “Companies Act”). [See Explanatory Note (ii)] (Resolution 6)<br />

4. To approve the payment of Directors’ fees of $200,000 for the financial year ended 31 December <strong>2011</strong>.<br />

(Resolution 7)<br />

5. To re-appoint KPMG LLP as the Company’s Auditors and to authorise the Directors to fix<br />

their remuneration. (Resolution 8)<br />

6. To transact any other ordinary business which may properly be transacted at an annual general meeting.<br />

AS SPECIAL BUSINESS<br />

To consider and if thought fit, to pass the following resolutions as Ordinary Resolutions, with or without any<br />

modifications:<br />

7. Authority to allot and issue shares in the capital of the Company (“Shares”) – Share Issue Mandate<br />

“That, pursuant to Section 161 of the Companies Act and Rule 806 of the Listing Manual (the “Listing Manual”)<br />

of the Singapore Exchange Securities Trading Limited (“SGX-ST”), the Directors of the Company be authorized<br />

and empowered to:<br />

(A) (i) issue Shares whether by way of rights, bonus or otherwise; and/or<br />

(ii) make or grant offers, agreements or options (collectively, “Instruments”) that might or would<br />

require Shares to be issued, including but not limited to the creation and issue of (as well as<br />

adjustments to) options, warrants, debentures or other instruments convertible into Shares,<br />

at any time and upon such terms and conditions and for such purposes and to such persons as the<br />

Directors of the Company shall in their absolute discretion deem fit; and

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