LASSETERS INTERNATIONAL HOLDINGS LIMITED
Company No: 200402223M
IMPORTANT INFORMATION RELATING TO ANNUAL GENERAL MEETING AND EXTRAORDINARY GENERAL MEETING TO BE HELD ON 18 OCTOBER 2021
- Background : Lasseters International Holdings Limited (the "Company") refers to :
- the Notice of Annual General Meeting issued on 1 October 2021 ("AGM Notice") to convene the Annual General Meeting for FY2021 ("AGM") of the Company to be held on Monday, 18 October 2021 at 11.00 a.m.;
- the Notice of Extraordinary General Meeting issued on 1 October 2021 ("EGM Notice") to convene the extraordinary general meeting of the Company relating to the Proposed Disposal (as defined in the EGM Notice) ("EGM") to be held on Monday, 18 October 2021 at 12.00 p.m. (or as soon thereafter following the conclusion or adjournment of the AGM to be held at 11.00 a.m. on the same day);
- the COVID-19 (Temporary Measures) Act 2020 which enables the Minister for Law by order to prescribe alternative arrangements for listed companies in Singapore to, inter alia, conduct general meetings, either wholly or partly, by electronic communication, video conferencing, tele-conferencing or other electronic means;
- the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 ("Order") which provides, among others, legal certainty to enable issuers to make alternative arrangements to hold general meetings where personal attendance is required under written law or legal instruments (e.g. a company's constitution); and
- the joint statement by the Accounting and Corporate Regulatory Authority, the Monetary Authority of Singapore and the Singapore Exchange Regulations on 13 April 2020 (and subsequently updated on 27 April 2020, 22 June 2020 and 1 October 2020) providing additional guidance for issuers on the conduct of general meetings amid the evolving COVID-19 situation.
- Date, time and conduct of AGM and EGM : Pursuant to the Order the Company's AGM and EGM will be convened and held by way of electronic means on Monday, 18 October 2021 at 11.00 a.m. SGT and 12.00 p.m. SGT (or as soon thereafter following the conclusion or adjournment of the AGM to be held at 11.00 a.m. on the same day), respectively.
- Annual Report 2021 and the Appendix, Notice of AGM and Proxy Form, Circular, Notice of EGM and Proxy Form : All documents, including (a) the annual report for the financial year ended 30 June 2021; (b) the appendix relating to the proposed renewal of the Company's share buyback mandate; (c) the AGM Notice and proxy form; (d) the circular relating to the Proposed Disposal (as defined in the EGM Notice); and (e) the EGM Notice and proxy form, which relate to the business of AGM and EGM are published on SGXNet at URLhttps://www.sgx.com/securities/company-announcementsand the Company's website at the
URLhttps://lasseters.listedcompany.com. Printed copies of these documents will not be despatched to Shareholders. Shareholders are advised to check SGXNet and/or the
Company's website regularly for updates.
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No personal attendance at the AGM and EGM : Due to the current COVID-19 restriction orders in Singapore, Shareholders will not be able to attend the AGM and the EGM in person.
A quorum may be formed by 2 Shareholders personally or electronically present. A Shareholder is electronically present at a Meeting if the Shareholder :- - attends the meeting electronically;
- is verified by the Company's Share Registrar as attending the meeting electronically; and
- is acknowledged by electronic means by the Chairman of the Meeting as present at the meeting.
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Participation at the AGM and EGM electronically : Shareholders may participate at the AGM
and the EGM by :-
- observing and/or listening to the AGM and the EGM proceedings via "live" audio visual webcast via their mobile phones, tablets or computers or "live" audio-only stream via telephone;
- submitting questions in advance of the AGM and the EGM; and/or
- appointing the Chairman of the AGM and EGM ("Chairman") as proxy to attend, speak and vote on their behalf at the AGM and the EGM.
Details of steps for pre-registration,pre-submission of questions and voting at the AGM and the EGM are set out in the Appendix to this announcement.
- Persons who hold shares through relevant intermediaries (as defined in Section 181 of the Companies Act (Chapter 50 of Singapore)):
- CPF and SRS investors who wish to participate in the AGM and the EGM by (i) observing and/or listening to the AGM and EGM proceedings via "live" audio-visual webcast or "live" audio-only stream; and (ii) submitting questions in advance of the AGM and the EGM, should follow the steps for pre-registration and pre-submission of questions set out in the Appendix to this Announcement. However, CPF and SRS investors who wish to appoint the Chairman as proxy to attend, speak and vote on their behalf should approach their respective CPF Agent Banks or SRS Operators to submit their voting instructions by 11.00 a.m. and at 12.00 p.m. on 6 October 2021 for the AGM and EGM respectively.
- Investors holding shares through relevant intermediaries, who are not CPF or SRS investors, who wish to participate in the AGM and the EGM by (i) observing and/or listening to the AGM and EGM proceedings via "live" audio-visual webcast or "live" audio-only stream; (ii) submitting questions in advance of the AGM and the EGM; and/or (iii) appointing the Chairman as proxy to attend, speak and vote on their behalf at the AGM and the EGM, should contact their relevant intermediary soonest in order to make the necessary arrangements for them to participate in the AGM and the EGM.
- Key dates/deadlines : Shareholders are advised to note the below :
Key Dates | Actions | |||||
1 October 2021 | Shareholder | may | begin | to | pre-register | at |
(Friday) | https://conveneagm.sg/lassetersfor "live" audio-visual | |||||
webcast/"live" audio-only stream of the AGM and EGM | ||||||
proceedings. | ||||||
6 October 2021 | Deadline for CPF and SRS investors who wish to appoint the | |||||
(Tuesday) | Chairman of the Meeting as proxy to approach their | |||||
at 11.00 a.m. and 12.00 p.m. | respective CPF Agent Banks or SRS Operators to submit | |||||
for the AGM and EGM | their votes. | |||||
respectively | ||||||
2 |
11 October 2021 | Deadline for shareholders to submit questions in advance. |
(Monday) | |
at 11.00 a.m. and 12.00 p.m. | |
for the AGM and EGM | |
respectively | |
15 October 2021 | Deadline for shareholders to : |
(Friday) | - pre-register for "live" audio-visual webcast or "live" audio- |
at 11.00 a.m. and 12.00 p.m. | only stream of the AGM and EGM proceedings; and |
for the AGM and EGM | - submit proxy forms. |
respectively | |
17 October 2021 | Authenticated shareholders (who pre-registered for the AGM |
(Sunday) | and the EGM) will receive an email which will contain user ID |
at 11.00 a.m. and 12.00 p.m. | and password details, and the link to access the "live" audio- |
for the AGM and EGM | visual webcast and a telephone number to access the "live" |
respectively | audio-only stream of the AGM and EGM proceedings |
("Confirmation Email"). | |
Shareholders who do not receive the Confirmation Email by | |
11.00 a.m. and 12.00 p.m. on 17 October 2021 for the AGM | |
and EGM respectively but have registered by 15 October | |
2021 deadline, may contact the webcast service provider via | |
email at support@conveneagm.com, with the full name of the | |
shareholder and his/her identification number. | |
Date and time of AGM and | - Click on the link in the Confirmation Email and enter the |
EGM | user ID and password to access the "live" audio-visual |
webcast of the AGM and EGM proceedings; or | |
18 October 2021 | |
(Monday) | - Call the telephone number in the Confirmation Email to |
at 11.00 a.m. and 12.00 p.m. | access the "live" audio-only stream of the AGM and EGM |
(or as soon thereafter | proceedings. |
following the conclusion or | |
adjournment of the AGM to | |
be held at 11.00 a.m. on the | |
same day) respectively |
8. Important : Due to the constantly evolving COVID-19 situation in Singapore, the arrangements for the AGM and the EGM may be changed at short notice. Shareholders are advised to check SGXNet and/or the Company's website at https://lasseters.listedcompany.comregularly for updates.
The Company would like to thank all shareholders for their patience and co-operation in enabling it to hold its AGM and EGM with optimum safe distancing measures amidst the COVID-19 pandemic.
BY ORDER OF THE BOARD
DATO' JAYA J B TAN
Non-Executive Chairman
1 October 2021
This document has been reviewed by the Company's sponsor, Stamford Corporate Services Pte. Ltd. (the "Sponsor"). It has not been examined or approved by the Singapore Exchange Securities Trading Limited (the "SGX-ST") and the SGX-ST assumes no responsibility for the contents of this document, including the correctness of any of the statements or opinions made or reports contained in this document. The contact person for the Sponsor is Mr Bernard Lui. Tel: 6389 3000 Email: bernard.lui@morganlewis.com
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Appendix
Steps for pre-registration,pre-submission of questions and voting at the AGM and the EGM
Shareholders will be able to observe and/or listen to the AGM and EGM proceedings through a "live" audio-visual webcast or "live" audio-only stream (after pre-registration), submit questions in advance of the AGM and the EGM and vote by appointing the Chairman of the Meeting as proxy to attend, speak and vote of their behalf at the AGM and the EGM.
To do so, they will need to complete the following steps :
No | Steps | Details | |||||||||||
1 | Pre-registration | Shareholders | must | pre-register at the | pre-registration website at | ||||||||
https://conveneagm.sg/lassetersfrom now till 11.00 a.m. and 12.00 | |||||||||||||
p.m. on 15 October 2021 for the AGM and EGM respectively to | |||||||||||||
enable the Company to verify their status as shareholders. | |||||||||||||
Following the verification, authenticated shareholders will receive an | |||||||||||||
email which will contain user ID and password details and the link to | |||||||||||||
access the "live" audio-visual webcast, and a telephone number to | |||||||||||||
access the "live" audio-only stream of the AGM and EGM | |||||||||||||
proceedings. | |||||||||||||
Shareholders who do not receive the Confirmation Email by 11.00 | |||||||||||||
a.m. and 12.00 p.m. on 17 October 2021 for the AGM and EGM | |||||||||||||
respectively but have registered by 15 October 2021 deadline, may | |||||||||||||
contact the webcast service provider via email at | |||||||||||||
support@conveneagm.com, with the full name of the shareholder | |||||||||||||
and his/her identification number. | |||||||||||||
Investors holding shares through relevant intermediaries, who are | |||||||||||||
not CPF or SRS investors, who wish to participate in the AGM and | |||||||||||||
the | EGM | will | not | be | able | to | pre-register | at | |||||
https://conveneagm.sg/lassetersfor the "live" broadcast of the AGM | |||||||||||||
and the EGM. If they wish to participate in the "live" broadcast of the | |||||||||||||
AGM and the EGM, they should instead approach his/her/its | |||||||||||||
relevant intermediary as soon as possible in order to make the | |||||||||||||
necessary arrangements for them to participate in the "live" | |||||||||||||
broadcast of AGM and the EGM. | |||||||||||||
2 | Pre-submission of | Shareholders will not be able to ask questions "live" at the AGM and | |||||||||||
questions | the EGM during the Broadcast of the AGM and the EGM. | ||||||||||||
Shareholders may submit questions related to the resolutions to be | |||||||||||||
tabled at the AGM by 11.00 a.m. on 11 October 2021 : | |||||||||||||
a) | via | the | pre-registration | website | at | https:// | |||||||
conveneagm.sg/lasseters; or | |||||||||||||
b) | if | submitted | electronically, | be | submitted | via | to | ||||||
AGMquestions@lasseters-intl.com | |||||||||||||
Shareholders may submit questions related to the resolutions to be | |||||||||||||
tabled at the EGM by 12.00 p.m. on 11 October 2021 : | |||||||||||||
c) | via | the | pre-registration | website | at | https:// | |||||||
conveneagm.sg/lasseters; or | |||||||||||||
d) | if | submitted | electronically, | be | submitted | via | to | ||||||
EGMquestions@lasseters-intl.com | |||||||||||||
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No | Steps | Details |
For questions submitted by email, members are to provide their full | ||
names, NRIC/passport number, address and number of shares held. | ||
Shareholders are strongly encouraged to submit their | ||
questions via the pre-registration website. | ||
Addressing questions : The Company will answer all substantial and | ||
relevant questions prior to or at the AGM and the EGM. The | ||
answers will be published on SGXNet at the URL | ||
https://www.sgx.com/securities/company-announcementsand the | ||
Company's website at the URLhttps://lasseters.listedcompany.com. | ||
Minutes of AGM and EGM : The Company will publish the minutes | ||
of the AGM and EGM on its website and on SGXNet at the URLs | ||
listed above and the minutes will include the responses from the | ||
Board and/or the Management to substantial and relevant questions | ||
from shareholders relating to the agenda of the AGM and EGM | ||
which are addressed prior to the AGM and the EGM. |
3. Submission of Proxy Appointment of Chairman as proxy : A shareholder (whether
Form to vote | individual or corporate) must appoint the Chairman of the Meeting as | |
his/her/its proxy to attend, speak and vote on his/her/its behalf at the | ||
AGM and the EGM, if such shareholder wishes to exercise | ||
his/her/its voting rights. | ||
Specific voting instructions to be given : Where a shareholder | ||
(whether individual or corporate) appoints the Chairman of the | ||
Meeting as his/hers/its proxy, he/she/it must give specific | ||
instructions as to voting, or abstentions from voting, in respect of a | ||
resolution in the proxy form, failing which the appointment of the | ||
Chairman of the Meeting as proxy for that resolution will be treated | ||
as invalid. | ||
Submission of proxy forms : Proxy forms must be submitted in the | ||
following manner : | ||
a) | if submitted by post, be lodged at the office of the Company's | |
Share Registrar, Boardroom Corporate & Advisory Services | ||
Pte Ltd at 50 Raffles Place, #32-01 Singapore Land Tower, | ||
Singapore 048623; or | ||
b) | if submitted electronically, be submitted via email to | |
proxyform@lasseters-intl.com | ||
in either case, by 11.00 a.m. and 12.00 p.m. on 15 October 2021 | ||
for the AGM and EGM respectively. | ||
A shareholder who wishes to submit a proxy form must first | ||
download, complete and sign the proxy form, before submitting it by | ||
post to the address provided above, or before scanning and sending | ||
it by email to the email address provided above. | ||
In view of the current COVID-19 situation and the related safe | ||
distancing measures which may make it difficult for members to | ||
submit completed proxy forms by post, members are strongly | ||
encouraged to submit completed proxy forms electronically via | ||
email. |
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Lasseters International Holdings Ltd. published this content on 01 October 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 October 2021 00:11:07 UTC.