BROOK CROMPTON HOLDINGS LTD. BROOK CROMPTON HOLDINGS LTD.
(the "Company")
(Company Registration Number: 194700172G)
(Incorporated in the Republic of Singapore)
Minutes of the Extraordinary General Meeting of the Company
Date and Time | : 16 November 2021, Tuesday at 2.00 p.m. |
Mode of Meeting : Held by electronic means (via live webcast and web audio only)
Present | : Please refer to the Attendance List (enclosed in this set of minutes) |
Pang Xinyuan ("Chairman"), the Non-executive Chairman of the Company presided as Chairman of the Extraordinary General Meeting ("EGM" or "Meeting"). On behalf of the Board of Directors ("the Board"), he welcomed and thanked everyone for their participation in the Meeting held by way of electronic means.
Chairman reminded shareholders of the Company ("Shareholders") that the Meeting is a private event strictly for Shareholders, the Board, and the invitees including the key management personnel and representatives from the share registrar. Hence, recording of the Meeting by Shareholders in whatever form would be strictly prohibited. Chairman also sought Shareholders' understanding in the event of technical disruptions during the "live" webcast and audio transmission.
Chairman proceeded to introduce the members of the Board.
With the presence of the requisite quorum, Chairman called the Meeting to order. He informed the Meeting that a copy of the Notice of the EGM, proxy form and Circular to Shareholders dated 28 October 2021 had been released on the SGXNet on 28 October 2021 and shall be taken as read.
The Meeting was informed that the resolution put forth at the Meeting would be voted on by way of a poll in accordance with Rule 730A(2) of the Listing Manual of the Singapore Exchange Securities Trading Limited ("SGX-ST"). As set out in the Notice of the EGM, voting at the Meeting would be by proxy only and the proxy would be the Chairman of the Meeting. Shareholders who sent in their proxy forms had already indicated on their proxy forms with respect to the casting of their votes. The Chairman of the Meeting would vote on the resolution according to their instructions.
Chairman informed that the Company had appointed Entrust Advisory Pte. Ltd. as scrutineer ("Scrutineer") for the poll exercise. The votes from the proxy forms received by the Company had been verified by the Scrutineer.
As set out in the Notice of the EGM, Shareholders who have any questions in relation to the agenda item of the EGM were to send their queries in advance to the Company. Chairman informed the Meeting that the Company had not received any queries from Shareholders.
Chairman then proceeded with the business to be transacted at the Meeting.
Ordinary Resolution
- Proposed Change of Auditor of the Company from Messrs BDO LLP to Messrs RSM Chio Lim LLP
BROOK CROMPTON HOLDINGS LTD. Minutes of Extraordinary General Meeting held on 16 November 2021
Chairman said that the agenda of this Meeting was to approve the proposed change of auditor of the Company from Messrs BDO LLP to Messrs RSM Chio Lim LLP. And for the purposes of this Meeting, the Ordinary Resolution tabled at this Meeting was to be taken as duly proposed and seconded.
For the Ordinary Resolution put forth at this EGM, based on the poll results verified by the Scrutineer, there were 23,459,819 votes (100%) in favour of the motion. Chairman declared the following motion carried:-
"THAT:
- the resignation of Messrs BDO LLP as Auditors of the Company be and is hereby accepted and that Messrs RSM Chio Lim LLP, having consented to act, be hereby appointed as the Auditors of the Company in place of BDO LLP to hold office until the conclusion of the next AGM of the Company at a fee and on such terms to be agreed between the Directors and Messrs RSM Chio Lim LLP; and
- the Directors of the Company and each of them be hereby authorised to complete and do all such acts and things (including executing all such documents as may be required) as they may consider expedient or necessary or in the interests of the Company to give effect to this Ordinary Resolution."
CLOSE OF MEETING
Chairman informed that the minutes of the EGM would be published on the SGXNet within one (1) month after the conclusion of the EGM.
The Chairman thanked the shareholders for their attendance and declared the Meeting closed at 2.10 p.m.
Confirmed as a correct record of proceedings
PANG XINYUAN
Chairman of the Meeting
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BROOK CROMPTON HOLDINGS LTD. Minutes of Extraordinary General Meeting held on 16 November 2021
ATTENDANCE LIST
Board of Directors
Attendance via LIVE WEBCAST or WEB AUDIO ONLY
Board of Directors | ||
Mr Pang Xinyuan | - | Non-Executive Director |
Dr Knut Unger | - | Lead Independent Director |
Mr Chao Mun Leong | - | Independent Director |
Management | ||
Richard Eason | - | Chief Executive Officer |
Shavy Kwan | - Finance and Administration Manager | |
Company Secretary | ||
Ang Siew Koon | ||
Secretariat | ||
Agnes Ng Sok Ping | ||
Ong Yee Nei | ||
Professionals | ||
Legal Director - Chua Kern | - | Chancery Law Corporation |
Legal Representative - Brian Ng | - | Chancery Law Corporation |
Auditors - Eu Chee Wei David | - RSM Chio Lim LLP | |
Share registrar - Farhan Razali | - Tricor Barbinder Share Registration Services | |
Scrutineer - Sandra Lee | - Entrust Advisory Pte Ltd |
Shareholders
Due to the restriction on the use of personal data pursuant to the provisions of the Personal Data Protection Act 2012, the name of the Shareholders who participated in the EGM via LIVE WEBCAST or WEB AUDIO ONLY will not be published in this set of minutes.
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Disclaimer
Brook Crompton Holdings Ltd. published this content on 26 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 November 2021 09:49:08 UTC.
