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Osim FR 050407.indd

Osim FR 050407.indd

Osim FR 050407.indd

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Notice of Annual General Meeting (cont’d)By Order of the BoardLee Hwai KiatCompany SecretarySingapore, 12 April 2007Explanatory Notes:(i) The Ordinary Resolution 7 in item 7 above, if passed, will empower the Directors from the date of this Meeting until the date of thenext Annual General Meeting, or the date by which the next Annual General Meeting is required by law to be held or such authorityis varied or revoked by the Company in a general meeting, whichever is the earlier, to issue shares, make or grant instrumentsconvertible into shares and to issue shares pursuant to such instruments, up to a number not exceeding, in total, 50% of the issuedshares in the capital of the Company, of which up to 20% may be issued other than on a pro-rata basis to existing shareholdersFor determining the aggregate number of shares that may be issued, the percentage of issued shares in the capital of the Companywill be calculated based on the issued shares in the capital of the Company at the time this Ordinary Resolution is passed afteradjusting for new shares arising from the conversion or exercise of the Instruments or any convertible securities, the exercise ofshare options or the vesting of share awards outstanding or subsisting at the time when this Ordinary Resolution is passed and anysubsequent consolidation or subdivision of shares.(ii)(iii)The Ordinary Resolution 8 in item 8 above, if passed, will empower the Directors of the Company, from the date of this Meetinguntil the next Annual General Meeting, or the date by which the next Annual General Meeting is required by law to be held or suchauthority is varied or revoked by the Company in a general meeting, whichever is the earlier, to issue shares in the Company pursuantto the exercise of options granted or to be granted under the Scheme up to a number not exceeding in total (for the entire durationof the Scheme) fi fteen per centum (15%) of the issued shares in the capital of the Company from time to time.The Ordinary Resolution 9 proposed in item 9 above, if passed, will authorise the Interested Person Transactions as described inthe Appendix and recurring in the year and will empower the Directors to do all acts necessary to give effect to the Shareholders’Mandate. This authority will, unless previously revoked or varied by the Company in a general meeting, expire at the conclusion ofthe next Annual General Meeting of the Company or the date by which the next Annual General Meeting is required by law to be heldwhichever is the earlier.Notes:1. A Member entitled to attend and vote at the Annual General Meeting (the “Meeting”) is entitled to appoint a proxy to attend andvote in his/her stead. A proxy need not be a Member of the Company.2. The instrument appointing a proxy must be deposited at the Registered Offi ce of the Company at 65 Ubi Avenue 1, OSIMHeadquarters, Singapore 408939 not less than forty-eight (48) hours before the time appointed for holding the Meeting.Notice of Annual General Meeting 176Annual Report 2006

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