Singapore Airlines 2002 Annual Report Download - page 114

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Notice of Annual General Meeting
Singapore Airlines Limited (Incorporated in the Republic of Singapore)
SIA Annual Report 01/02114
Notice is hereby given that the Thirtieth Annual General Meeting of the Company will be held at the Marina Mandarin Ballroom Level 1,
Marina Mandarin Singapore, 6 Raffles Boulevard, Marina Square, Singapore 039594 on Saturday, 13 July 2002 at 10.00 a.m. to transact
the following business:
Ordinary Business
1. To receive and adopt the Directors' Report and Audited Financial Statements for the year ended 31 March 2002 and the Auditors'
Report thereon.
2. To declare a final tax-exempt dividend of 4.0 cents per $0.50 ordinary share and a dividend of 8.0 cents per $0.50 ordinary share less
income tax at 22% for the year ended 31 March 2002.
3. To approve Directors' Fees of $560,000 (FY2000-2001 : $630,000).
4. To re-elect the following Directors who are retiring by rotation in accordance with Article 84 of the Company's Articles of Association:
(a) Mr Lim Boon Heng
(b) Mr Charles B Goode
5. To re-appoint Messrs Ernst & Young as Auditors of the Company and to authorise the Directors to fix their remuneration.
Special Business
Ordinary Resolutions
6. To consider and, if thought fit, to pass with or without modifications, the following resolutions as Ordinary Resolutions:
6.1 "That pursuant to Section 161 of the Companies Act, Cap 50, approval be and is hereby given to the Directors to allot and issue shares
in the Company at any time and upon such terms and conditions and for such purposes as the Directors may in their absolute
discretion deem fit PROVIDED ALWAYS THAT the aggregate number of shares to be issued pursuant to this Resolution does not exceed
50 per cent. of the total issued share capital of the Company for the time being, of which the aggregate number of shares that may be
issued other than on a pro rata basis to existing shareholders shall not exceed 20 per cent. of the total issued share capital of the
Company for the time being."
6.2 "That for the purposes of Chapter 9A of the Listing Manual of the Singapore Exchange Securities Trading Limited:
6.2.1 approval be and is hereby given for the Company, its subsidiaries and target associated companies or any of them to enter into
any of the transactions falling within the types of Interested Person Transactions, particulars of which are set out in Appendix 2
to the Circular to Members dated 21 June 2001 (the "Circular") with any party who is of the class of Interested Persons
described in Appendix 2 to the Circular, provided that such transactions are made on an arm’s length basis and on normal
commercial terms;
6.2.2 the approval (the "IPT Mandate") shall, unless revoked or varied by the Company in General Meeting, continue in force until the
next Annual General Meeting of the Company; and
6.2.3 the Directors and/or any of them 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 and/or he may consider expedient or necessary or in the interests of the
Company to give effect to the transactions contemplated and/or authorised by the IPT Mandate and/or this Resolution."
6.3 "That the Directors be and are hereby authorised to offer and grant Options in accordance with the provisions of the SIA Employee
Share Option Plan (the "Plan") and to allot and issue from time to time such number of ordinary shares of $0.50 each in the capital of
the Company as may be required to be issued pursuant to the exercise of options under the Plan PROVIDED ALWAYS THAT the
aggregate number of ordinary shares to be issued pursuant to the Plan shall not exceed 13 per cent. of the total issued share capital of
the Company from time to time."