O TTO M ARINE L IMITED - Microsoft Internet Explorer - SGX

DESCRIPTION OF OUR SHARES
The following statements are brief summaries of the more important rights and privileges of the
Shareholders as conferred by the laws of Singapore and the Articles. These statements summarise the material
provisions of the Articles but are qualified in entirety by reference to the Articles, a copy of which will be
available for inspection at our Company during normal business hours for a period of six months from the
date of this document.
Ordinary Shares
Our issued and paid-up share capital as at the Latest Practicable Date comprise only one class of shares,
namely, the ordinary shares. The Articles provide that we may issue shares of a different class with such
preferred, deferred or other special rights, privileges or conditions as our Board of Directors may think fit and
may issue preference shares which are, or at our option are, redeemable, subject to certain limitations.
Fully paid ordinary shares are not subject to any further capital calls by us. All the ordinary shares are in
registered form. We may, subject to the provisions of the Act and the rules of the SGX-ST, purchase our own
ordinary shares. However, we may not, except in circumstances permitted by the Act, grant any financial
assistance for the acquisition or proposed acquisition of our own ordinary shares.
New Shares
We may only issue new shares with the prior approval of our Shareholders in a general meeting. Our
Shareholders have given us general authority to allot and issue shares and/or convertible securities (where the
maximum number of shares to be issued upon conversion is determinable at the time of the issue of such
securities) in our Company (whether by way of rights, bonus, or otherwise) at any time and from time to time
thereafter to such persons and on such terms and conditions and for such purposes as our Directors may in
their absolute discretion deem fit.
The aggregate number of shares and/or convertible securities to be issued pursuant to such general
authority shall not exceed 50.0% of our issued share capital, of which the aggregate number of shares and/or
convertible securities to be issued other than on a pro-rata basis to existing Shareholders shall not exceed
20.0% of our issued share capital, and unless earlier revoked or varied by ordinary resolution of our
Shareholders in general meeting, such authority shall continue to be in force only until our next AGM or the
date by which our next AGM is required by law to be held, whichever is earlier. For this purpose, the
percentage of issued share capital is based on our issued share capital at the time such authority is given after
adjusting for new shares arising from the conversion of convertible securities or employee share options on
issue at the time when such authority is given and any subsequent consolidation or subdivision of shares.
Subject to the foregoing, the provisions of the Act and any special rights attached to any class of shares
currently issued, all new ordinary shares are under the control of our Board of Directors who may allot and
issue the same with such rights and restrictions as it may think fit.
Under our Articles, subject to any direction to the contrary that may be given by us in general meeting or
except as permitted under the listing rules of the SGX-ST, all new shares shall, before issue, be offered to our
Shareholders in proportion, as nearly as circumstances admit, to the amount of the existing shares to which
they are entitled.
Shareholders
Only persons who are registered on the register of members of our Company and, in cases in which the
person so registered is CDP, the persons named as the Depositors in the Depository Register maintained by
CDP for the ordinary shares, are recognised as the Shareholders. We will not, except as required by law,
recognise any equitable, contingent, future or partial interest in any ordinary share or other rights for any
ordinary share other than the absolute right thereto of the registered holder of that ordinary share or of the
person whose name is entered in the Depository Register for that ordinary share.
We may close our register of members for any time or times so long as we provide the Registry of
Companies and Businesses of Singapore with at least 14 days’ notice and the SGX-ST at least 10 clear market
days’ notice. However, the register may not be closed for more than 30 days in aggregate in any calendar year.
We typically close the register to determine our Shareholders’ entitlement to receive dividends and other
distributions.
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