Singapore Airlines 2016 Annual Report Download - page 230

7. Ordinary Resolution No. 10, if passed, will renew the mandate to allow the Company to purchase or otherwise acquire its issued ordinary shares, on the terms and
subject to the conditions set out in the Resolution.
The Company may use internal or external sources of funds to finance the purchase or acquisition of its ordinary shares. The amount of financing required for the
Company to purchase or acquire its ordinary shares, and the impact on the Company’s financial position, cannot be ascertained as at the date of this Notice as
these will depend on the number of ordinary shares purchased or acquired and the price at which such ordinary shares were purchased or acquired and whether
the ordinary shares purchased or acquired are held in treasury or cancelled.
The financial eects of the purchase or acquisition of such ordinary shares by the Company pursuant to the proposed Share Buy Back Mandate on the audited
financial statements of the Company and the Company and its subsidiaries for the financial year ended 31 March 2016, based on certain assumptions, are set out
in paragraph 3.7 of the Letter.
Please refer to the Letter for more details.
8. Special Resolution No. 11, if passed, will approve the adoption of a new Constitution following the wide-ranging changes to the Companies Act, Chapter 50 of
Singapore (the “Companies Act”) introduced pursuant to the Companies (Amendment) Act 2014 (the “Amendment Act”). The new Constitution will consist of the
memorandum and articles of association of the Company which were in force immediately before 3 January 2016 and incorporate amendments to (inter alia) take
into account the changes to the Companies Act introduced pursuant to the Amendment Act. Please refer to the Letter for more details.
Notes:
1. (a) A member who is not a relevant intermediary is entitled to appoint not more than two proxies to attend, speak and vote at the Annual General Meeting. Where
such member’s form of proxy appoints more than one proxy, the proportion of the shareholding concerned to be represented by each proxy shall be specified
in the form of proxy.
(b) A member who is a relevant intermediary is entitled to appoint more than two proxies to attend, speak and vote at the Annual General Meeting, but each
proxy must be appointed to exercise the rights attached to a dierent share or shares held by such member. Where such member’s form of proxy appoints
more than two proxies, the number and class of shares in relation to which each proxy has been appointed shall be specified in the form of proxy.
“Relevant intermediary” has the meaning ascribed to it in Section 181 of the Companies Act, Chapter 50 of Singapore.
2. A proxy need not be a member of the Company.
3. The instrument appointing a proxy or proxies must be deposited at the oice of the Company’s Share Registrar, M & C Services Private Limited, 112 Robinson Road
#05-01, Singapore 068902 not less than 48 hours before the time fixed for holding the Annual General Meeting.
Personal data privacy:
By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the Annual General Meeting and/or any adjournment thereof,
a member of the Company (i) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents or service providers) for the
purpose of the processing, administration and analysis by the Company (or its agents or service providers) of proxies and representatives appointed for the Annual
General Meeting (including any adjournment thereof) and the preparation and compilation of the attendance lists, minutes and other documents relating to the Annual
General Meeting (including any adjournment thereof), and in order for the Company (or its agents or service providers) to comply with any applicable laws, listing rules,
take-over rules, regulations and/or guidelines (collectively, the “Purposes”), (ii) warrants that where the member discloses the personal data of the member’s proxy(ies)
and/or representative(s) to the Company (or its agents or service providers), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for
the collection, use and disclosure by the Company (or its agents or service providers) of the personal data of such proxy(ies) and/or representative(s) for the Purposes,
and (iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member’s
breach of warranty.
Notice of Annual General Meeting
SINGAPORE AIRLINES LIMITED
(Incorporated in the Republic of Singapore)
Company Registration No. 197200078R
Singapore Airlines228
FINANCIAL