CAPALLIANZ HOLDINGS LIMITED
(Formerly known as CWX Global Limited) (Incorporated in the Republic of Singapore) (Company Registration No. 199905693M)
MINUTES OF EXTRAORDINARY GENERAL MEETING
Date and Time | : | Friday, 29 October 2021 at 2.36 p.m. |
Place of Meeting | : | By way of electronic means |
Present | : | Please refer to the attached Attendance List |
Mr Lee Chye Cheng Adrian ("Chairman") presided over the Company's Extraordinary General Meeting ("EGM" or "Meeting") and he called the Meeting to order at 2:36 p.m. after ascertaining that a quorum was present.
Chairman welcomed shareholders of the Company ("Shareholders") to the Meeting. He informed the Meeting that a copy of the Company's Notice of EGM dated 14 October 2021 together with the Circular had been circulated to Shareholders. The Notice of the EGM, with the consent of Shareholders, was taken as read.
The Meeting was informed that the Company had received 18 proxy forms from Shareholders appointing Chairman of this EGM as their proxies to vote on their behalf, on each Resolution tabled at this EGM. Finova BPO Pte Ltd and BACS Private Limited had each been appointed as Scrutineer and Polling Agent for this EGM, respectively. They had checked and verified the validity of the proxy forms received and the polling agent had prepared the polling results.
Chairman informed that the Company did not receive any substantial and relevant questions from Shareholders relating to the resolutions to be tabled at the EGM.
The Meeting was further informed that all the Resolutions tabled at the EGM would be proposed by the Chairman and seconded by Mr Pang Kee Chai, Jeffrey, the Executive Director and Chief Executive Officer of the Company, who is a Shareholder.
Ms Yap Peck Khim, Company Secretary, assisted to read the proposed Resolutions as set out in the Notice of EGM.
RESOLUTION 1 - PROPOSED ADOPTION OF THE CAPALLIANAZ HOLDINGS LIMITED EMPLOYEE SHARE OPTION SCHEME ("CAH ESOS")
RESOLVED that, approval be and is hereby given for:
- the adoption of the CapAllianz Holdings Limited Employee Share Option Scheme; and
- any Director to do all such acts and things as he may consider necessary, desirable or expedient in the interests of the Company for the purpose of giving effect to this resolution, including without limitation to the foregoing, to sign, execute and deliver all documents, approve any amendments, alterations or modifications to any document (if required) to give effect to this Resolution.
CAPALLIANZ HOLDINGS LIMITED (Formerly known as CWX Global Limited) Minutes of EGM held on 29 October 2021 Page 2 of 2
The results of the votes were announced, and accordingly, the Resolution was declared as passed.
No. | Percentage | |
Votes in favour of the Resolution | 2,512,974,4941 | 100% |
Votes against the Resolution | 0 | 0% |
RESOLUTION 2 - PROPOSED ADOPTION OF THE CAPALLIANAZ HOLDINGS LIMITED PERFORMANCE SHARE PLAN ("CAH PSP")
RESOLVED that, approval be and is hereby given for:
- the adoption of the CapAllianz Holdings Limited Performance Share Plan; and
- any Director to do all such acts and things as he may consider necessary, desirable or expedient in the interests of the Company for the purpose of giving effect to this resolution, including without limitation to the foregoing, to sign, execute and deliver all documents, approve any amendments, alterations or modifications to any document (if required) to give effect to this Resolution.
The results of the votes were announced, and accordingly, the Resolution was declared as passed.
No. | Percentage | |
Votes in favour of the Resolution | 2,512,974,4941 | 100% |
Votes against the Resolution | 0 | 0% |
CLOSE OF MEETING
There being no other business, the Meeting ended at 2:40 p.m. with a vote of thanks to the Chairman.
CONFIRMED AS A TRUE RECORD OF MINUTES
LEE CHYE CHENG ADRIAN
Chairman
- Due to an inadvertent oversight, the number of votes in favour of the resolution shown on the EGM presentation slides and announced by the Chairman during the EGM were incorrect. It has since been rectified, and presented herein in the minutes (as well as in the Company's announcement dated 31 October 2021 in relation to the results of the EGM held on 29 October 2021). For the avoidance of doubt, the aforesaid error has no impact to the results of the passing of the resolution.
ATTENDANCE LIST
Attendance via LIVE WEBCAST or AUDIO ONLY MEANS
Management
Mr Pang Kee Chai, Jeffrey - Executive Director and Chief Executive Officer
Mr Ho Choo Soo - Financial Controller
Board of Directors (other than Management)
Mr Lee Chye Cheng Adrian - Non-Executive Independent Director and Chairman Mr Ong Beng Chye - Non-Executive Independent Director
Mr Zhao JiAn - Non-Executive Independent Director
Ms Lim Hwee Yong - Non-Executive Independent Director
Company Secretary
Ms Yap Peck Khim
Professionals
Sponsor - ZICO Capital Pte. Ltd.
Independent Auditor - Nexia TS Public Accounting Corporation
Share registrar - B.A.C.S. Private Limited
Poll agent - B.A.C.S. Private Limited
Scrutineer - Finova BPO Pte. Ltd.
Shareholders
Due to the restriction on the use of personal data pursuant to the provisions of the Personal Data Protection Act 2012, the names of Shareholders and professionals who participated in the EGM via LIVE WEBCAST or AUDIO ONLY MEANS will not be published in this set of minutes.
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Disclaimer
Capallianz Holdings Ltd. published this content on 12 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 November 2021 14:33:42 UTC.