SAKAE HOLDINGS LTD.

Company Registration Number 199604816E

(the "Company")

(Incorporated in Singapore)

Minutes of the Annual General Meeting of the Company held by way of electronic means on Friday, 29 October 2021 at 3:00 p.m.

PRESENT

Directors

:

Mr Douglas Foo Peow Yong (Executive Chairman)

:

Ms Foo Lilian (Chief Executive Officer & Executive Director)

:

Mr Loh Chee Peng (Independent Director)

:

Mr Ngoh York Chao Nicholas (Independent Director)

:

Mr David Pang Kam Wei (Independent Director)

Chief Financial Officer

:

Mr Shu Kwan Chyuan

BY LIVE WEBCAST

Company Secretary

:

Ms Chan Lai Yin

Audit

Partner

from

:

Mr Khor Boon Hong

Messrs

Deloitte

&

Touche LLP

Shareholders

:

Attendance by live webcast

WELCOME BY CHAIRMAN

The Chairman, Mr Douglas Foo Peow Yong welcomed shareholders or members to the Annual General Meeting ("AGM") of the Company held via live webcast in accordance with the relevant provisions of the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020, and, additional guidance on the conduct of general meetings for SGX listed companies.

The Chairman introduced the Directors and Chief Financial Officer, all of whom were seated with him at the meeting room, in adherence to the provisions of the COVID-19(Temporary Measures) (Control Order) Regulations 2020 (Regulations). The Chairman informed that the Company Secretary and Audit Partner from Messrs Baker Tilly TFW LLP also attended the meeting via live webcast.

The Chairman thanked shareholders or members who had pre-registered for the live webcast or audio dial-in only for observation of the AGM proceedings that was conducted by electronic means.

The Chairman acknowledged the shareholders or members were present at the AGM by electronic means.

QUORUM

As the quorum was present, the Chairman declared the AGM open.

NOTICE

With the consent of the Meeting, the Notice of AGM dated 14 October 2021 was taken as read.

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Sakae Holdings Ltd.

Minutes of the Annual General Meeting held on 29 October 2021

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VOTING BY POLL

The Chairman exercised his right as Chairman of the meeting and demanded for all resolutions tabled at the meeting be voted by way of poll.

With reference to the SGX announcement released earlier, shareholders could not vote through live webcast but they could exercise their voting rights by appointing the Chairman as proxy. As shareholders have appointed the Chairman as proxy, he has voted in accordance with the respective instructions of shareholders to vote for or against or abstain from voting on all resolutions tabled at the AGM.

The Chairman informed that the Company had appointed Boardroom Corporate & Advisory Services Pte. Ltd. and In.Corp Business Advisory Pte. Ltd. as Polling Agent and Scrutineer respectively. He further informed that the Polling Agent and Scrutineer also attended the meeting via live webcast. Votes of valid proxy forms received by the Company as at 3.00 pm on 27 October 2021 have been counted by the Polling Agent and verified by the Scrutineer.

QUESTIONS BY SHAREHOLDERS

On behalf of the Board, the Chairman thanked shareholders who had submitted questions in advance of the AGM by 27 October 2021. The Company had on 28 October 2021 published on the SGXNET the Company's response to questions submitted in advance by shareholders. There was no further question submitted by shareholders until this AGM.

The Chairman informed that he would propose all resolutions tabled at the AGM.

ORDINARY BUSINESS

1. DIRECTORS' STATEMENT AND AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

The Chairman proposed the motion for Resolution 1:

"That the Directors' Statement and Audited Financial Statements for the financial year ended 30 June 2021 together with the Auditors' Reports be hereby received and adopted."

The Chairman read the results of the votes for Resolution 1 as follow:

FOR

AGAINST

Number of votes

97,789,440

0

Percentage

100%

0%

Based on the results of the poll, the Chairman declared Ordinary Resolution 1 carried.

2. RE-ELECTION OF RETIRING DIRECTOR BY ROTATION

The Chairman informed the meeting that Resolution 2 was on his re-election as a Director in accordance with Article 91 of the Constitution of the Company.

Mr Douglas Foo Peow Yong passed the Chair of the meeting to Mr Loh Chee Peng in respect of the motion for his re-election as a director. Mr Loh Chee Peng took over as Chairman of the meeting for Resolution 2.

Mr Loh Chee Peng informed the meeting that Mr Douglas Foo Peow Yong had consented to stand for re-election.

Mr Loh Chee Peng proposed the motion for Resolution 2:

"That Mr Douglas Foo Peow Yong be re-elected as a Director of the Company."

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Sakae Holdings Ltd.

Minutes of the Annual General Meeting held on 29 October 2021

______________________________________________________________________________

Mr Loh Chee Peng read the results of the votes for Resolution 2 as follow:

FOR

AGAINST

Number of votes

5,762,700

100,000

Percentage

98.29%

1.71%

Based on the results of the poll, Mr Loh Chee Peng declared Ordinary Resolution 2 carried.

Mr Loh Chee Peng passed the Chair of the meeting back to Mr Douglas Foo Peow Yong as Chairman of the meeting. Mr Douglas Foo Peow Yong took over as Chairman of the meeting.

3. RE-ELECTION OF RETIRING DIRECTOR BY ROTATION

The Chairman informed the meeting that Resolution 3 was on the re-election of Mr Loh Chee Peng as a Director in accordance with Article 91 of the Constitution of the Company.

The Chairman informed the meeting that Mr Loh Chee Peng had consented to stand for re-election. Mr Loh Chee Peng, upon his re-election, would be Chairman of the Audit Committee and member of the Remuneration Committee.

The Chairman proposed the motion for Resolution 3:

"That Mr Loh Chee Peng be re-elected as a Director of the Company." The Chairman read the results of the votes for Resolution 3 as follow:

FOR

AGAINST

Number of votes

97,789,440

0

Percentage

100%

0%

Based on the results of the poll, the Chairman declared Ordinary Resolution 3 carried.

4. FINAL DIVIDEND

The Chairman informed that the proposed final dividend, if approved at the AGM, would be paid on 18 November 2021, to members registered in the Register of Members by 5.00 p.m. on 9 November 2021.

The Chairman proposed the motion for Resolution 4:

"That a final tax exempt (one-tier) dividend of 1.20 cents per ordinary share for the financial year ended 30 June 2021 be approved."

The Chairman read the results of the votes for Resolution 4 as follow:

FOR

AGAINST

Number of votes

97,789,440

0

Percentage

100%

0%

Based on the results of the poll, the Chairman declared Ordinary Resolution 4 carried.

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Sakae Holdings Ltd.

Minutes of the Annual General Meeting held on 29 October 2021

______________________________________________________________________________

5. DIRECTORS' FEES

The Directors had recommended the payment of S$85,000 as Directors' fees for the financial year ended 30 June 2021.

The Chairman proposed the motion for Resolution 5:

"That the Directors' fees of S$85,000 for the financial year ended 30 June 2021 be approved."

The Chairman read the result of the votes for Resolution 5 as follows:

FOR

AGAINST

Number of votes

97,789,440

0

Percentage

100%

0%

Based on the results of the poll, the Chairman declared Ordinary Resolution 5 carried.

6.

APPOINTMENT OF AUDITORS

The Chairman informed the members that Messrs Baker Tilly TFW LLP had expressed

their willingness to accept re-appointment as Auditors of the Company.

The Chairman proposed the motion for Resolution 6:

"That Messrs Baker Tilly TFW LLP be re-appointed as the Auditors of the Company until

the next Annual General Meeting, at a remuneration to be fixed by the Board of Directors."

The Chairman read the result of the votes for Resolution 6 as follows:

FOR

AGAINST

Number of votes

97,789,440

0

Percentage

100%

0%

Based on the results of the poll, the Chairman declared Ordinary Resolution 6 carried.

SPECIAL BUSINESS

7. AUTHORITY TO ALLOT AND ISSUE SHARES

The Chairman informed the meeting that Resolution 7 was to renew the share issue mandate pursuant to Section 161 of the Companies Act, Chapter 50 and Rule 806(2) of the Listing Manual of the Singapore Exchange Securities Trading Ltd.

The full text of the motion is set out in the Notice of AGM dated 14 October 2021, details as follow:

"That, pursuant to Section 161 of the Companies Act, Cap. 50 and Rule 806(2) of 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:

  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) warrants, debentures or other instruments convertible into shares,

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Sakae Holdings Ltd.

Minutes of the Annual General Meeting held on 29 October 2021

______________________________________________________________________________

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

  1. (notwithstanding 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 while this Resolution was in force,
    provided that:
    1. the aggregate number of shares to be issued pursuant to this Resolution (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed fifty per cent (50%) of the Company's total number of issued shares excluding treasury shares and subsidiary holdings (as calculated in accordance with sub-paragraph
      1. below), of which the aggregate number of shares to be issued other than on a pro-rata basis to existing shareholders of the Company (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed twenty per cent (20%) of the Company's total number of issued shares excluding treasury shares and subsidiary holdings (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 and subsidiary holdings) is based on the Company's total number of issued shares (excluding treasury shares and subsidiary holdings) at the time this Resolution is passed, after adjusting for:
      1. new shares arising from the conversion or exercise of any convertible securities or share options or vesting of share awards; and
      2. any subsequent bonus issue, consolidation or subdivision of shares;

Adjustments in accordance with (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) and the Constitution for the time being of the Company; and
  2. (unless revoked or varied by the Company in general meeting) the authority conferred by this Resolution 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 the earlier."

The Chairman proposed the motion for Resolution 7 relating to authority for Directors to allot and issue shares in the Company.

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Sakae Holdings Ltd. published this content on 25 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 November 2021 15:39:02 UTC.