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Memorandum and Articles - Sino

Memorandum and Articles - Sino

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(b) the approval in paragraph (a) above shall authorise the Directors of the Company<br />

during the Relevant Period to make or grant offers, agreements <strong>and</strong> options which<br />

might require the exercise of such power after the end of the Relevani period;<br />

(c) the aggregate nominal amount of sha¡e capital allotted or agreed conditionally or<br />

unconditionally to be allotted (whether pursuant to an option oiotherwise) <strong>and</strong> issued<br />

by the Directors of the Company pursuant to the app.ouai given in purugruph (a) above,<br />

otherwise than pursuant to an issue of shares under any option schlme or similar<br />

arrangement for the time. being adopted for the grant or issue to employees of the<br />

Company <strong>and</strong>/or any of its subsidiaries of shares or rights to acquire shares of the<br />

Company, shall not exceed 2O per cent. of the aggregate nominal amount of the share<br />

capital of the Company in issue at the date of this Resolution <strong>and</strong> the said approval<br />

shall be limited accordingly; <strong>and</strong><br />

(d) for the purPoses of this Resolution, "Relevant Period" means the period from the<br />

passing of this Resolution until whichever is the earlier of:_<br />

(i)<br />

the conclusion of the next annual general meeting of the company;<br />

(ii) the expiration of the period within which the nexr annual general meeting of the<br />

Company is required by the <strong>Articles</strong> of Association of the Company or any<br />

applicable law to be held; <strong>and</strong><br />

(iii) the revocation or variation of the authority given under this Resolution by an<br />

ordinary resolution of the shareholders in general meeting.,'<br />

4.<br />

of the Company to issue <strong>and</strong> dispose<br />

No. 3 set out in the notice convening<br />

ion thereto of an amount representing<br />

of the Company repurchased by the<br />

t to Ordinary Resolution No. 2 set out in the<br />

notice convening this meeting, provided that such amounf shall not exceed l0 per cent. of<br />

the a-ggregate nominal amount of the issued share capital of the Company at the date of<br />

this Resolution."<br />

(Sd.) Yu Pun Hoi<br />

Yu Pun Hoi<br />

Chairman of the Meeting

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