Notice of Annual General Meeting

HU AN CABLE HOLDINGS LTD.

(Company Registration No: 200810320N)

(Incorporated in the Republic of Singapore)

NOTICE IS HEREBY GIVEN that the Annual General Meeting of Hu An Cable Holdings Ltd. (the "Company") will be held by electronic means on Wednesday, 30 June 2021 at 3.30 p.m. for the following purposes:

AS ORDINARY BUSINESS

1. To receive and adopt the Directors' Report and the Audited Accounts of the Company for the financial year ended 31 December 2015 together with the Auditors' Report thereon.

(Resolution 1)

2. To approve the payment of Directors' fees of the independent director of the Company, Mr Soh Yeow Hwa, of S$40,000 for the financial year ending 31 December 2016. (2015: S$152,500 and RMB50,000).

(Resolution 2)

[Please see Explanatory Note (i)]

AS SPECIAL BUSINESS

To consider and if thought fit, to pass the following resolutions as Ordinary Resolutions, with or without any modifications:

3. Authority to issue shares in the capital of the Company pursuant to Section 161 of the Companies Act, Cap. 50 ("Act") and Rule 806 of the Listing Manual of the Singapore Exchange Securities Trading Limited ("SGX-ST")

That pursuant to Section 161 of the Companies Act, Cap. 50 and Rule 806 of the Listing Manual of the SGX-ST, the Directors of the Company be authorised and empowered to:

  1. (i) issue shares in the capital of the Company ("shares") whether by way of rights, bonus or otherwise; and/ or
    1. 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

  1. (notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue shares pursuant to any Instruments made or granted by the Directors of the Company while this Resolution was in force,
    provided that:

Notice of Annual General Meeting

  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 cent. (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 existing shareholders of the Company shall not exceed twenty per cent. (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 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:
    1. new shares arising from the conversion or exercise of the Instruments or any convertible securities;
    2. new shares arising from exercising share options or vesting of share awards, provided the options or awards were granted in compliance with Part VIII of Chapter 8 of the Listing Manual of the SGX-ST; and
    3. any subsequent bonus issue, consolidation or subdivision of shares;

Adjustments for (i) and (ii) above are only to be made in respect of new shares arising from convertible securities, share options or share awards which were issued and outstanding or subsisting at the time of the passing of this Resolution;

  1. 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), all applicable legal requirements under the Act and the Constitution of the Company for the time being; and
  2. unless revoked or varied by the Company in a general meeting, such authority shall continue in force until the conclusion of the next annual general meeting of the Company or the date by which the next annual general meeting of the Company is required by law to be held, whichever is earlier.

[Please see Explanatory Note (ii)]

(Resolution 3)

By Order of the Board

HU AN CABLE HOLDINGS LTD

Gao Hong

Executive Chairman

Singapore, 15 June 2021

Notice of Annual General Meeting

Explanatory Notes:

  1. Mr Soh Yeow Hwa, the independent director of the Company, was appointed to the Board on 4 May 2015, and his Director's fees incurred for FY2015 was accordingly pro-rated. For FY2016, Mr Soh is the sole Non-Executive Director of the Company.
  2. The Ordinary Resolution 3 above, if passed, will empower the Directors of the Company, effective until the conclusion of the next annual general meeting of the Company, or the date by which the next annual general meeting of the Company is required by law to be held or such authority is varied or revoked by the Company in a general meeting, whichever is the earlier, to issue shares, make or grant Instruments convertible into shares and to issue shares pursuant to such Instruments, up to a number not exceeding, in total, fifty per cent. (50%) of the total number of issued shares (excluding treasury shares) in the capital of the Company, of which up to twenty per cent. (20%) may be issued other than on a pro-rata basis to existing shareholders of the Company.

For determining the aggregate number of shares that may be issued, the total number of issued shares (excluding treasury shares) will be calculated based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the time this Ordinary Resolution is passed after adjusting for new shares arising from the conversion or exercise of any convertible securities or share options or vesting of share awards which are outstanding or subsisting at the time when this Ordinary Resolution is passed and any subsequent bonus issue, consolidation or subdivision of shares.

  • Details of the directorships of the Directors of the Company at the material time in other listed companies and other principal commitments are, to the best of the knowledge of the current Board, set out in the Report of Corporate Governance in the Annual Report.

Notes:

Important notice from the Company on COVID-19

As the COVID-19 situation continues to evolve, the Company is closely monitoring the situation, including any precautionary measures which may be required or recommended by government agencies to minimise the risk of community spread of COVID-19. Due to the evolving COVID-19 situation in Singapore, the Company may change the AGM arrangements at short notice. The Company will announce any changes to the holding or conduct of the AGM via the SGXNet. Shareholders are advised to check the SGXNet regularly for updates on the AGM.

The AGM will be held by way of electronic means pursuant to the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020. Printed copies of this Notice of AGM will not be sent to members. Instead, this Notice of AGM will be sent to members by electronic means via publication on the SGXNet.

Notice of Annual General Meeting

  1. No attendance at AGM
    Alternative arrangements have been put in place to allow members to participate at the AGM by watching the AGM proceedings through a "live" webcast through his/her/its mobile phones, tablets or computers or listening to the AGM proceedings via "live" audio feed via telephone. Members who pre-register to watch the "live" webcast or listen to the "live" audio feed may also submit questions related to the resolution to be tabled for approval at the AGM, and members who wish to exercise their voting rights may do so by voting by proxy at the AGM. Please see the paragraphs below for these alternative arrangements.
  2. Registration for Live Webcast to attend AGM remotely
    Shareholders will be able to follow the proceedings of the AGM through a live audio-visual webcast or live audio-only stream (collectively, "Live Webcast") via mobile phone, tablet, computer or any such electronic device. In order to do so, Shareholders must follow these steps:
    1. Shareholders must pre-register by no later than 3.30 p.m. on 28 June 2021 ("Registration Deadline"), at the URL https://conveneagm.com/sg/huanholdings, for authentication of their status as Shareholders.
    2. Shareholders who have been authenticated will receive email instructions to access the Live Webcast of the proceedings of the AGM by 3.30 p.m. on 29 June 2021. Shareholders who have registered by the Registration Deadline but did not receive email instructions by 3.30 p.m. on 29 June 2021 may contact the Company by email at finance@huanholdings.com for assistance.
    3. Shareholders must not forward the abovementioned email instructions to other persons who are not Shareholders and who are not entitled to attend the AGM. This is also to avoid any technical disruptions or overload to the Live Webcast.
    4. Investors who hold shares through relevant intermediaries as defined in Section 181(1C) of the Companies Act, including SRS Investors, and wish to participate in the AGM should, in addition to pre-registering, approach their respective agents, including SRS Operators, as soon as possible, so that the necessary arrangements can be made by the relevant agents for their participation in the AGM.
  3. Submission of Shareholders' queries in advance
    Shareholders will not be able to speak or ask questions during the Live Webcast, therefore it is important for them to submit their questions in advance of the AGM.
    1. All questions must be submitted by no later than 3.30 p.m. on 28 June 2021 to the Company:

Notice of Annual General Meeting

    1. via the pre-registration website at the URL https://conveneagm.com/sg/huanholdings;
    2. in hard copy by post to the registered office of the Company at 10 Bukit Batok Crescent #10-04 The Spire, Singapore 658079; or
    3. via email to finance@huanholdings.com.
  1. For verification purposes, when submitting any questions by post or via email, Shareholders MUST provide the Company with their particulars (comprising full name (for individuals) / company name (for corporates), email address, contact number, NRIC / passport number / company registration number, shareholding type and number of shares held).
  2. The Company will endeavour to address the substantial queries from Shareholders prior to, or at the AGM and upload the Company's responses on the SGXNet. The minutes of the AGM, which include responses to substantial queries from the Shareholders which are addressed during the AGM, shall thereafter be published on SGXNet, within one month from the conclusion of the AGM.
  3. Investors who hold shares through relevant intermediaries as defined in Section 181(1C) of the Companies Act, including SRS Investors, can submit their questions in relation to any resolution set out in the Notice of AGM upon pre-registration, however, they should, in addition to preregistering, approach their respective agents as soon as possible, so that the necessary arrangements can be made by the relevant agents for their participation in the AGM.
    In view of the current COVID-19 situation and the related safe distancing measures which may make it difficult to submit questions by post, Shareholders are strongly encouraged to submit their questions via the pre-registration website or by email.

4. Proxy Voting

Shareholders will not be able to vote online on the resolution to be tabled for approval at the AGM. Instead, if Shareholders (whether individual or corporate) wish to exercise their voting rights at the AGM, they must each submit an instrument of proxy to appoint the Chairman of the AGM as their proxy to attend, speak and vote on their respective behalves at the AGM:

  1. Shareholders (whether individual or corporate) appointing the Chairman of the AGM as proxy must give specific instructions as to his manner of voting, or abstentions from voting, in the instrument of proxy, failing which the appointment will be treated as invalid.
  2. The instrument of proxy, together with the letter or power of attorney or other authority under which it is signed (if applicable) or a duly certified copy thereof, must be submitted to the Company in the following manner:

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Hu An Cable Holdings Ltd. published this content on 15 June 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 June 2021 21:35:06 UTC.