(iv)
(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.
See Explanatory Note (g)
11.
That authority be and is hereby given to the Directors to:
Resolution 11
(a)
offer and grant awards in accordance with the rules and terms of the TeleChoice Restricted Share Plan
(the “
Restricted Share Plan
”) and/or the TeleChoice Performance Share Plan (the “
Performance Share
Plan
”) (the Restricted Share Plan and the Performance Share Plan shall collectively be referred to as
the “
Share Plans
”); and
(b)
allot and issue from time to time such number of Shares in the capital of the Company as may be required
to be allotted and issued pursuant to the vesting of the awards granted under the Restricted Share
Plan and/or the Performance Share Plan,
provided that the aggregate number of Shares to be issued under the Share Plans shall not exceed 15% of the
total number of issued Shares in the capital of the Company (excluding treasury shares) from time to time.
See Explanatory Note (h)
12.
That:
Resolution 12
(a)
approval be and is hereby given, for the purposes of Chapter 9 of the Listing Manual (“
Chapter 9
”) of
SGX-ST, for the Company, its subsidiaries and associated companies that are entities at risk (as that
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 Annexure to the Appendix to the Annual Report dated
13 April 2016 (the “
Appendix
”) with any party who is of the class of interested persons described in
the Annexure to the Appendix, provided that such transactions are made on normal commercial terms
and in accordance with the review procedures for such interested person transactions;
(b)
the approval given in sub-paragraph 12(a) above (the “
Shareholders’ Mandate
”) shall, unless revoked
or varied by the Company in general meeting, continue in force until the conclusion of the next Annual
General Meeting of the Company; and
(c)
the Directors of the Company be and are 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 the Shareholders’ Mandate and/or this
Resolution.
See Explanatory Note (i)
124
TELECHOICE INTERNATIONAL LIMITED
2015 ANNUAL REPORT
NOTICE OF EIGHTEENTH
ANNUAL GENERAL MEETING
