Baker Technology LimitedAnnual Report 2014
141
ExplanatoryNotes:
i.
Ordinary Resolution 4 is to re-elect Dr Benety Chang, who will upon re-election, remain as Chief Executive
Officerof theCompanyandamemberof theNominatingCommittee, andwill beconsiderednon-independent.
ii. Ordinary Resolution 5 is to re-elect Mr Tan Yang Guan, who will upon re-election, remain as Non-Executive
Director andwill be considerednon-independent.
iii. OrdinaryResolution6 is to re-appointMr LimHoSeng,whowill upon re-appointment, remainas theChairmanof the
BoardofDirectorsandamemberof theRemunerationCommittee.Mr Limwillbeconsiderednon-independent.
iv. OrdinaryResolution8 is toempower theDirectorsof theCompany, effectiveuntil the conclusionof thenextAnnual
GeneralMeetingof theCompany,or thedatebywhich thenextAnnualGeneralMeetingof theCompany is required
by law tobeheldor suchauthority isvariedor revokedby theCompany inageneralmeeting,whichever is theearlier,
to issueshares,makeorgrant instrumentsconvertible intoshares,and to issuesharespursuant tosuch instruments,up
toanumbernotexceeding in total, 50%of the total numberof issued shares (excluding treasury shares) in thecapital
of theCompany,ofwhichup to20%maybe issuedother thanonapro-ratabasis toshareholders.
Fordetermining theaggregatenumberof shares thatmaybe issued, the totalnumberof issuedshares (excluding
treasury shares) will be calculatedbasedon the total number of issued shares (excluding treasury shares) in the
capital of theCompanyat the time thisOrdinaryResolution ispassedafter adjusting for new sharesarising from
the conversion or exercise of any convertible securities or share options or vesting of share awards which are
outstandingor subsistingat the timewhen thisOrdinaryResolution ispassedandany subsequent bonus issue,
consolidationor subdivisionof shares.
Notes:
1.
Amember of theCompany entitled to attend and vote at theAnnual General Meeting is entitled to appoint notmore than
twoproxies to attend and voteonhis behalf. Aproxy neednot be amember of theCompany.
2.
The instrument appointingaproxyorproxiesmustbedepositedat the registeredofficeof theCompanyat 10JalanSamulun,
Singapore629124not less than 48hours before the time appointed for holding theAnnual GeneralMeeting.
NOTICEOFBOOKSCLOSUREANDDIVIDENDPAYMENTDATE
NOTICE ISHEREBYGIVEN that the Share Transfer Books and Register of Members of theCompany will be closed
on 18May 2015 for the preparation of dividendwarrants. Duly completed transfers in respect of ordinary shares in
thecapital of theCompany (“Shares”) receivedby theCompany’sShareRegistrar, BoardroomCorporate&Advisory
ServicesPte. Ltd. at50RafflesPlace, SingaporeLandTower, #32-01, Singapore048623up to5.00p.m.on15May2015
will be registered to determine shareholders’ entitlement to the proposed First and Final Dividend. Shareholders
whose securities accounts with The Central Depository (Pte) Limited are credited with Shares at 5.00 p.m. on
15May 2015will beentitled to theproposedFirst andFinal Dividend.
TheproposedFirst andFinalDividend, if approvedby the shareholders at theAnnualGeneralMeeting, will bepaid
on 27May 2015.
NOTICEOFANNUAL
GENERALMEETING