Genting Singapore : Notice of Annual General Meeting

Annual General Meeting::Voluntary

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Annual General Meeting::Voluntary Issuer & Securities

GENTING SINGAPORE PLC

Announcement Details

Annual General Meeting

Event Narrative

Additional Text

Please see attached.

Event Dates

21/04/2016 10:00:00

Event Venue(s)

Meeting Venue

Resorts World Ballroom West, Resorts World Convention Centre, Basement 2, 8 Sentosa Gateway, Resorts World Sentosa, Singapore 098269

Notice of AGM 2016.pdf

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28/03/2016

GENTING SINGAPORE PLC

(Incorporated in the Isle of Man No. 003846V)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the Thirty-First Annual General Meeting of Genting Singapore PLC (the "Company") will be held at Resorts World Ballroom West, Resorts World Convention Centre, Basement 2, 8 Sentosa Gateway, Resorts World Sentosa, Singapore 098269 on Thursday, 21 April 2016 at 10.00 a.m.

AS ORDINARY BUSINESSES:

1. To lay before the meeting the Directors' Report and Audited Accounts for the financial year ended 31 December 2015.

2. To declare a final tax exempt (one-tier) dividend of $0.015 per ordinary share for the financial year ended 31 December 2015.

3. To re-elect the following persons as Directors of the Company pursuant to Article 16.6 of the Articles of Association of the Company:

   
   

   (Resolution 1)

   
   

4. Mr Koh Seow Chuan (Resolution 2)

5. Mr Tan Hee Teck (Resolution 3)

   (Mr Koh will, upon re-election as a director, remain as Chairman of the Nominating Committee and a member of the Audit and Risk Committee and will be considered independent for the purposes of Rule 704(8) of the Listing Manual of the Singapore Exchange Securities Trading Limited.)

   
   

6. To approve the payment of Directors' fees of $847,500 (2014:

   $826,500) for the financial year ended 31 December 2015.

7. To approve the payment of Directors' fees in arrears on quarterly basis, for a total amount of up to $915,500 for the financial year ending 31 December 2016.

8. To re-appoint PricewaterhouseCoopers LLP, Singapore as Auditor of the Company and to authorise the Directors to fix their remuneration.

   (Resolution 4)

   
   

   (Resolution 5)

   
   

   (Resolution 6)

   AS SPECIAL BUSINESSES:

   To consider and, if thought fit, to pass the following resolutions as ordinary resolutions:

   
   

9. Proposed Share Issue Mandate

   
   

   "THAT, pursuant to the Listing Manual of the Singapore Exchange Securities Trading Limited ("SGX-ST"), authority be and is hereby given to the Directors of the Company to:

   (Resolution 7)

   
   

   (a)	(i)	issue shares in the capital of the Company 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) 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 may, in their absolute discretion deem fit; and

10. (notwithstanding that the authority conferred by this resolution may have ceased to be in force) issue shares in pursuance of any Instrument made or granted by the Directors whilst this resolution was in force,

    provided that:

11. the aggregate number of shares to be issued pursuant to this resolution does not exceed 50% of the total number of issued shares in the capital of the Company (excluding treasury shares), of which the aggregate number of shares to be issued other than on a pro-rata basis to members of the Company does not exceed 20% of the total number of issued shares in the capital of the Company (excluding treasury shares);

12. for the purpose of determining the aggregate number of shares that may be issued under paragraph (1) above, the percentage of issued shares shall be based on the total number of issued shares in the capital of the Company at the time this resolution is passed (excluding treasury shares), after adjusting for (i) new shares arising from the conversion or exercise of any convertible securities, if applicable, or share options or vesting of share awards which are outstanding or subsisting at the time this resolution is passed, and (ii) any subsequent bonus issue or consolidation or subdivision of shares;

13. in exercising the authority conferred by this resolution, the Company shall comply with the provisions of the Listing Manual of the SGX-ST for the time being in force (unless such compliance has been waived by the SGX-ST) and the Articles of Association for the time being of the Company; and

14. unless revoked or varied by the Company in a general meeting, the authority conferred by this resolution shall continue in force until the conclusion of the next annual general meeting of the Company ("AGM") or the date by which the next AGM is required by law to be held, whichever is the earlier."

15. Proposed Modifications to, and Renewal of, the General Mandate for Interested Person Transactions

    "THAT:

16. approval be and is hereby given, for the purposes of Chapter 9 of the Listing Manual ("Chapter 9") of the SGX-ST, for the Company, its subsidiaries and associated companies that are entities at risk (as the term is used in Chapter 9), or any of them, to enter into any of the transactions falling within the types of interested person transactions described in the Appendix to the Notice of this AGM dated 28 March 2016 (the "Appendix") with any party who is of the class of interested persons described in the Appendix, provided that such transactions are made on normal commercial terms and in accordance with the review procedures for such interested person transactions;

17. the approval given in paragraph (a) above (the "General Mandate") shall, unless revoked or varied by the Company in a general meeting, continue in force until the conclusion of the next AGM or the date by which the next AGM is required by law to be held, whichever is the earlier; and

18. the Directors of the Company be and are hereby authorised to complete and do all such acts and things (including executing such documents as may be required) as they may consider expedient or necessary or in the interests of the Company to give effect to the General Mandate and/or this resolution."




(Resolution 8)