Basic HTML Version
Food Empire Holdings Limited Annual Report 2013
160
AS SPECIAL BUSINESS
To consider and if thought fit, to pass the following resolutions as Ordinary Resolutions, with or without any modifications:
8.
Authority to issue shares
That pursuant to Section 161 of the Companies Act, Chapter 50 and Rule 806 of the Listing Manual of the Singapore Exchange Securities
Trading Limited (“SGX-ST”), the Directors of the Company be authorised and empowered to:
(a) (i) issue shares in the Company (“shares”) whether by way of rights, bonus or otherwise; 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 into shares,
at any time and upon such terms and conditions and for such purposes and to such persons as the Directors of the Company may
in their absolute discretion deem fit; and
(b) (not withstanding the authority conferred by this Resolution may have ceased to be in force) issue shares in pursuance of any
Instruments made or granted by the Directors of the Company while this Resolution was in force,
provided that:
(1) the aggregate number of shares (including shares to be issued in pursuance of the Instruments, made or granted pursuant to this
Resolution) to be issued pursuant to this Resolution shall not exceed fifty per centum (50%) of the total number of issued shares
(excluding treasury shares) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below), of which the
aggregate number of shares to be issued other than on a pro rata basis to shareholders of the Company shall not exceed twenty
per centum (20%) of the total number of issued shares (excluding treasury shares) in the capital of the Company (as calculated in
accordance with sub-paragraph (2) below);
(2) (subject to such manner of calculation as may be prescribed by the SGX-ST) for the purpose of determining the aggregate number
of shares that may be issued under sub-paragraph (1) above, the total number of issued shares (excluding treasury shares) shall be
based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the time of the passing of this
Resolution, after adjusting for:
(a) new shares arising from the conversion or exercise of any convertible securities;
(b) new shares arising from the exercise of share options or vesting of share awards which are outstanding or subsisting at the time
of the passing of this Resolution; and
(c) any subsequent bonus issue, consolidation or subdivision of shares.
notice of annual general meeting