LHT HOLDINGS LIMITED

(Company Registration No. 198003094E) (Incorporated in the Republic of Singapore)

(the "Company")

Minutes of the Annual General Meeting of the Company held at 27 Sungei Kadut Street 1, Singapore 729335 via electronic means on Friday, 29 April 2022 at 3.30 p.m.

Present: Please refer to attendance list.

  • 1. WELCOME ADDRESS

    Chairperson of the Board of Directors, Ms Yap Mui Kee, chaired the Annual General Meeting ("AGM" or the "Meeting").

    The Chairperson informed the Shareholders that in view of the COVID-19 restriction orders in Singapore, the Company was unable to hold a physical AGM. Despite such a restriction, the AGM was held by way of electronic means to enable the shareholders to participate in the proceedings via live audio-visual webcast.

    The Chairperson introduced her fellow members of the Board who attended the AGM, as follows:

    • i. Mr Tan Kim Sing (Executive Director)

    • ii. Mr Billy Neo Kian Wee (Executive Director)

    • iii. Mr Tan Kok Hiang (Lead Independent Non-Executive Director)

    • iv. Mr Low Peng Kit (Independent Director)

    • v. Dr Wu Chiaw Ching (Independent Director)

    • vi. Mr Li Suet Man (Independent Director)

    • vii. Ms Sally Yap (Alternate Director and Company Secretary)

    • viii. Mr Vincent Tan (Financial Controller)

  • 2. QUORUM

    Having ascertained that a quorum was present, the Chairperson called the Meeting to order at 3:30 p.m. and proceeded with the formal business of the Meeting.

  • 3. NOTICE OF AGM

    The Chairperson informed that the Notice of the AGM dated 6 April 2022 (the "Notice") were circulated to the shareholders on 6 April 2022. With the consent of the shareholders, the Notice convening the AGM was taken as read.

  • 4. POLL VOTING PROCEDURES

    The Chairperson informed the shareholders that as stated in the Notice, shareholders had been advised to submit their votes by completing the proxy form to appoint the Chairperson of the Meeting as proxy. The resolution put forth in this AGM was voted by way of poll and there would be no live voting during the Meeting. B.A.C.S Private Limited and Finova BPO Pte Ltd have been appointed as Polling Agent and Scrutineer respectively for the AGM.

LHT HOLDINGS LIMITED

Minutes of Annual General Meeting held on 29 April 2022

Page 2 of 9

The Chairperson also informed that she had been appointed as proxy by the shareholders to vote on their behalf and she had voted in accordance with their instructions. The valid proxy forms received by the Company as at the cut-off date on 26 April 2022 at 3:30 p.m. had been counted by the Polling Agent and verified by the Scrutineers. She also informed that there would be 7 ordinary resolutions to be passed at the AGM. The poll results would be announced immediately after each motion had been formally proposed, and the results shall be deemed to be the resolution of the Meeting.

The Chairperson further informed that she would be proposing all motions on the agenda and all the resolutions were deemed to be duly seconded to streamline the proceedings.

5. ADVANCE QUESTIONS AND ANSWERS

The Company had invited shareholders to submit their questions in relation to the agenda of the Meeting. The Chairperson informed that the Company had received a total of 9 questions related to the Ordinary Resolutions put to vote at the Meeting prior to the AGM. The Chairperson would address the questions from shareholders before proposing the respective resolutions.

The Chairperson proceeded with the formalities of all the resolutions tabled to be passed.

ORDINARY BUSINESS

6.

ORDINARY RESOLUTION 1 - RECEIVE AND ADOPT THE DIRECTORS' STATEMENT AND THE AUDITED FINANCIAL STATEMENTS TOGETHER WITH THE AUDITORS' REPORT

The Chairperson informed the Shareholders that the first item on the Agenda of the AGM was to receive and adopt the Directors' Statement and the Audited Financial Statements of the Company for the financial year ended 31 December 2021 together with the Auditors' Report thereon.

The Company had received one question relating to Resolution 1.

Question 1 - "Reference to page 25 of the Company's Annual Report 2021, as of 31/12/2021 the Company held ~SGD 36.4 Million in Fixed Deposits, Cash & Cash Equivalents. This equates to ~68 Cents per share, a mere ~5% below the prevailing share price at the time of writing. How does the Board of Directors view the reality that the share price is barely above the cash reserve per share and can MD Yap elaborate on Management's Plans and Strategies to materially raise the share price margin above this level? Surely, this comparison of prevailing share price vs the cash reserve per share equivalent is yet another demonstration that the current dividend level should be materially raised?"

Company's reply: The Company's share price is determined by the market forces like sentiments, economic condition, trading volume, industry type, etc, and quite often, it is not reflective of the Company's intrinsic value and fundamentals of the Company.

There is no more question received relating to Resolution 1.

Based on the proxy forms received, the voting result of the poll was as follows:

No. of Votes

In Percentage

Number of votes "FOR"

:

31,028,734

99.29

Number of votes "AGAINST"

:

222,800

0.71

Number of votes "ABSTAIN"

:

1,000,000

-

Total number of votes cast

:

31,251,534

100.00

LHT HOLDINGS LIMITED

Minutes of Annual General Meeting held on 29 April 2022

Page 3 of 9

Based on the above results, the Chairperson declared Ordinary Resolution 1 carried, and it was RESOLVED:

"THAT the Directors' Statement and the Audited Financial Statements of the Company for the financial year ended 31 December 2021 together with the Auditors' Report thereon, be received and adopted."

  • 7. ORDINARY RESOLUTION 2 - RE-ELECTION OF MR TAN KIM SING AS A DIRECTOR

    Resolution 2 dealt with the re-election of Mr Tan Kim Sing as a Director retiring pursuant to Regulation 103 of the Constitution. Shareholders were informed that Mr Tan Kim Sing had signified his consent to continue in office.

    There is no question received relating to Resolution 2.

    Based on the proxy forms received, the voting result of the poll was as follows:

    No. of Votes

    In Percentage

    Number of votes "FOR"

    :

    31,848,734

    98.75

    Number of votes "AGAINST"

    :

    402,800

    1.25

    Number of votes "ABSTAIN"

    :

    0

    -

    Total number of votes cast

    :

    32,251,534

    100.00

    Based on the above result, the Chairperson declared Ordinary Resolution 2 carried, and it was RESOLVED:

    "THAT Mr Tan Kim Sing be re-elected as a Director of the Company pursuant to Regulation 103 of the Company's Constitution."

  • 8. ORDINARY RESOLUTION 3 - RE-ELECTION OF DR WU CHIAW CHING AS A DIRECTOR

    Resolution 3 dealt with the re-election of Dr Wu Chiaw Ching as a Director retiring pursuant to Regulation 103 of the Constitution. Shareholders were informed that Dr Wu Chiaw Ching had signified his consent to continue in office. It was noted that Dr Wu Chiaw Ching would, upon re-election as a Director of the Company, remain independent for the purpose of Rule 704(8) of the Listing Manual of the Singapore Exchange Securities Trading Limited.

    The Company had received two questions from shareholders relating to Resolution 3.

    Question 1 - "Will each of the Directors, including all the Independent Directors, commit to holding a minimum number of Shares, equivalent to at least two times the annual remuneration and fees they receive from the Company, during their tenure as a Director of the Company, in accordance with modern-day Corporate Governance norms? It is recognised that for the Company's current Independent Directors it could take several months to build such a holding but surely such a commitment is overdue?"

    Company's reply: The Company currently does not have this requirement for Board members, although the Executive Directors already have direct shareholdings. Although holding shares could mean alignment to the Company's goals, but the Independent Directors' role is to remain independent and impartial in order to oversee and safeguard all stakeholders' interests.

    Whether the Independent Director wishes to hold shares in companies where they are on board as Independent Directors is voluntary as this involves personal decision and personal finances.

LHT HOLDINGS LIMITED

Minutes of Annual General Meeting held on 29 April 2022

Page 4 of 9

Question 2 - "Reference to Page 104 of the Annual Report 2021 includes the following statement: QUOTE The NC, with the concurrence of the Board, is of the view that the current Board size of three Executive Directors, one Alternate Director and Corporate Secretary and four Non-Executive Independent Director is appropriate UNQUOTE. I request NC Chairman Low to kindly explain at the AGM how a sub-SGD 40 Million Market Cap. Company can justify a Board of eight Directors. And are four Executive Directors (including the Alternate Director & Corporate Secretary) necessary and is NC Chairman Low convinced that aligns with sound modern-day Corporate Governance?"

Company's reply: The Board comprises three (3) Executive Directors, four (4) Independent Directors, and one (1) Alternate Director and Corporate Secretary. Prevailing guidelines state that Independent Directors make up the majority of the Board to enable check and balance.

Each Director brings his/her own set of skills, knowledge, experience and diversity to enable decision making in the best interest of the Company.

There is no more question received relating to Resolution 3.

Based on the proxy forms received, the voting result of the poll was as follows:

No. of Votes

In Percentage

Number of votes "FOR"

:

30,814,334

95.54

Number of votes "AGAINST"

:

1,437,200

4.46

Number of votes "ABSTAIN"

:

0

-

Total number of votes cast

:

32,251,534

100.00

Based on the above result, the Chairperson declared Ordinary Resolution 3 carried, and it was RESOLVED:

"THAT Dr Wu Chiaw Ching be re-elected as a Director of the Company pursuant to Regulation 103 of the Company's Constitution."

9.

ORDINARY RESOLUTION 4 - DECLARATION OF FIRST AND FINAL ONE-TIER TAX EXEMPT DIVIDEND

The Meeting was informed that the next item was to approve the payment of first and final one-tier tax exempt dividend of S$0.03 per ordinary share for the financial year ended 31 December 2021.

The Company had received two questions from shareholders relating to Resolution 4.

Question 1 - "Why can't the Company pay a higher First & Final Dividend? Historically, higher dividend levels have coincided with elevated prices of the Company's shares. A 5 Cent Final Dividend, rather than the recommended 3 Cent Final Dividend, would entail only an additional ~SGD 1,065,000 pre-tax payment to Shareholders. This is insignificant compared with the ~SGD 36.4 Million of Fixed Deposits, Cash and Cash Equivalents held by the Company as of 31/12/2021. And this additional amount is "in the noise" compared to the ~SGD 56 Million prospective Kranji Way capital expenditure. The Company has the Cash and the Retained Earnings to justify much higher dividend levels. I am disappointed with the level of the proposed First & Final Dividend and will vote against Resolution 4."

Company's reply: The lease from which the Company is operating will be expiring in mid-2025, therefore, the Company has to earmark cash reserves for business continuity plans at the new plot of land, as announced previously. The Company is also setting aside working capital to the recently acquired plots of land in Malaysia as announced previously.

LHT HOLDINGS LIMITED

Minutes of Annual General Meeting held on 29 April 2022

Page 5 of 9

Question 2 - "Will the Board of Directors commit to giving serious consideration to an Interim Dividend in conjunction with the announcement of the Company's First Half 2022 Results? To be clear, as a Minority Shareholder, I am now seeking a commitment from the Board of Directors to seriously consider this proposal, no more at this juncture."

Company's reply: The Company wish to be prudent and will only declare dividends upon the ascertainment of the full year results.

There is no more question received relating to Resolution 4.

Based on the proxy forms received, the voting result of the poll was as follows:

No. of Votes

In Percentage

Number of votes "FOR"

:

30,814,334

95.54

Number of votes "AGAINST"

:

1,437,200

4.46

Number of votes "ABSTAIN"

:

0

-

Total number of votes cast

:

32,251,534

100.00

Based on the above result, the Chairperson declared Ordinary Resolution 4 carried, and it was RESOLVED:

"THAT the First and Final One-Tier Tax Exempt Dividend of S$0.03 per ordinary share for the financial year ended 31 December 2021, be approved."

10. ORDINARY RESOLUTION 5 - PAYMENT OF DIRECTORS' FEES

The Chairperson proceeded to dealt with Resolution 5 relating to the approval of the Directors' Fees of S$182,000 for the financial year ended 31 December 2021.

There is no question received from the shareholder in relation to Resolution 5.

Based on the proxy forms received, the voting result of the poll was as follows:

No. of Votes

In Percentage

Number of votes "FOR"

:

30,814,334

95.54

Number of votes "AGAINST"

:

1,437,200

4.46

Number of votes "ABSTAIN"

:

0

-

Total number of votes cast

:

32,251,534

100.00

Based on the above result, the Chairperson declared Ordinary Resolution 5 carried, and it was RESOLVED:

"THAT the Directors' fees of S$182,000 for the financial year ended 31 December 2021, be approved for payment."

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LHT Holdings Limited published this content on 29 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 April 2022 10:01:05 UTC.