135 CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 (iii) in exercising the authority conferred by this Resolution, the Company shall comply with the provisions of the Catalist Rules for the time being in force (unless such compliance has been waived by the SGXST) and the Company’s Constitution; and (iv) unless revoked or varied by the Company in a general meeting, the authority conferred by this Resolution shall continue in force until the conclusion of the next AGM of the Company or the date by which the next AGM of the Company is required by law to be held, whichever is the earlier.” [See Explanatory Note (iii)] 6. To transact any other business which may be properly transacted at an AGM of the Company. BY ORDER OF THE BOARD Catherine Lim Siok Ching Company Secretary Date: 15 October 2024 Explanatory Notes: (i) Mr Yu Jinfeng shall, upon re-election as a Director of the Company, remain as the Chairman of the Board of Directors of the Company (“Board”), a NonExecutive Independent Director of the Company, Chairman of the Remuneration Committee, as well as a member of the Audit Committee and the Nominating Committee. Mr Yu Jinfeng is considered independent by the Board for the purpose of Rule 704(7) of the Catalist Rules. (ii) Mr Liu Qiang shall, upon re-election as a Director of the Company, remain as an Executive Director and Chief Executive Officer of the Company. Detailed information (including information as set out in Appendix 7F to the Catalist Rules) on the aforesaid Directors of the Company can be found under the sections entitled “Board of Directors”, “Corporate Governance Report” and “Directors’ Statement” of the Annual Report of the Company for the financial year ended 30 June 2024 (“Annual Report 2024”). (iii) Resolution 5 above, if passed, will empower the Directors of the Company from the date of the 2024 AGM of the Company until the date of the next AGM of the Company, or the date by which the next AGM of the Company is required by law to be held or the date such authority is revoked or varied by the Company in a general meeting, whichever is the earlier, to allot and issue shares and/or convertible securities in the capital of the Company. The number of shares and convertible securities, which the Directors of the Company may allot and issue under this Resolution shall not exceed one hundred per cent (100%) of the Company’s total number of issued shares excluding treasury shares and subsidiary holdings at the time of passing this Resolution. For allotment and issuance of shares and/or convertible securities other than on a pro-rata basis to existing shareholders of the Company, the aggregate number of shares and convertible securities to be allotted and issued shall not exceed fifty per cent (50%) of the Company’s total number of issued shares excluding treasury shares and subsidiary holdings at the time of passing this Resolution. For the purpose of determining the aggregate number of shares that may be issued, the percentage of issued shares excluding treasury shares and subsidiary holdings in the capital of the Company will be calculated 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 new shares arising from the conversion or exercise of any convertible securities or the exercise of share options or the vesting of share awards which were issued and outstanding or subsisting at the time when this Resolution is passed and any subsequent bonus issue, consolidation or subdivision of shares. “Subsidiary holdings” has the meaning ascribed to it in the Catalist Rules. NOTICE OF ANNUAL GENERAL MEETING
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