Baker AR 2014_FA - page 139

Baker Technology LimitedAnnual Report 2014
139
NOTICEOFANNUAL
GENERALMEETING
NOTICE IS HEREBY GIVEN that the Annual General Meeting of Baker Technology Limited (the “Company”) will
be held at Nautica II, Level 2, Republic of Singapore Yacht Club, 52West Coast Ferry Road, Singapore 126887 on
Thursday, 23April 2015 at 10.00 a.m. to transact the followingbusiness:
ASORDINARYBUSINESS
1. To receive and adopt theDirectors’ Report and theAudited Financial Statements of theCompany for the year
ended31December 2014 together with theAuditors’ Report thereon.
(Resolution 1)
2. To declare a first and final tax exempt (one-tier) dividend of 1 cent per ordinary share for the year ended
31December 2014.
(Resolution 2)
3. To approve the payment of Directors’ fees of S$262,763 for the year ending 31 December 2015 to be paid
quarterly in arrears. (FY2014: S$275,596)
(Resolution 3)
4. To re-elect the following Directors, who are retiring by rotation pursuant to Article 104 of the Articles of
Associationof theCompany:
(i) Dr BenetyChang
(Resolution 4)
(ii)Mr TanYangGuan
(Resolution 5)
5. To re-appoint Mr Lim Ho Seng, a Director retiring under Section 153(6) of the Companies Act, Cap. 50,
to hold office from the date of this Annual General Meeting until the next Annual General Meeting of
theCompany.
(Resolution 6)
6. To re-appoint Messrs Ernst & Young LLP as Auditor of the Company and to authorise the Directors to fix
their remuneration.
(Resolution 7)
7. To transact anyother ordinarybusiness thatmayproperlybe transacted at anAnnual GeneralMeeting.
AS SPECIAL BUSINESS
Toconsiderand if thoughtfit, topasswithorwithoutmodifications, the following resolutionasanOrdinaryResolution:
8. Authority to issueShares
That pursuant to Section 161 of the Companies Act, Cap. 50 and the listing rules of the Singapore Exchange
Securities Trading Limited (the“SGX-ST”), authoritybeand is herebygiven to theDirectorsof theCompany to:
a.
i. issueshares in thecapital of theCompany (“Shares”)whetherbywayof rights,bonusorotherwise; 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)
options, warrants, debentures or other instruments convertible intoShares,
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