General Announcement::MINUTES OF ANNUAL GENERAL MEETING HELD ON 15 OCTOBER 2021

SINGAPORE PAINCARE HOLDINGS LIMITED

(Incorporated in the Republic of Singapore)

(Company Registration Number: 201843233N)

MINUTES OF ANNUAL GENERAL MEETING

PLACE	: Electronic Means via Live Webcast
DATE	: Friday, 15 October 2021
TIME	:	4.00 p.m.
PRESENT VIA WEBCAST	:	Board of Directors
		Ms. Lai Chin Yee
		(Non-executive Chairman and Independent Non-executive
		Director)
		Dr. Lee Mun Kam Bernard
		(Executive Director and Chief Executive Officer)
		Dr. Loh Foo Keong Jeffrey
		(Executive Director and Chief Operating Officer)
		Mr. Chong Weng Hoe
		(Independent Non-executive Director)
		Mr. Yap Beng Tat, Richard
		(Independent Non-executive Director)
		Dr. Lim Kah Meng
		(Independent Non-executive Director)
		Shareholders
		As registered electronically under the procedures as set out in
		the Company's Notice of Annual General Meeting
		Financial Controller, Sponsor, Company Secretary, Auditors,
		Polling Agent and Scrutineer
		Attended via electronic means
CHAIRPERSON OF THE MEETING	:	Ms. Lai Chin Yee

SHAREHOLDERS AND PROXIES : Due to the restriction on the use of personal data pursuant to

PARTICIPATION	the provisions of the Personal Data Protection Act 2012, the
	names of the shareholders and proxies present at the Annual
	General Meeting will not be published in this minutes.

QUORUM AND INTRODUCTION

Ms. Lai Chin Yee, Chairperson of the Annual General Meeting (the "Chairperson"), welcomed all shareholders and guests to the Annual General Meeting of the Company (the "Meeting").

As a quorum was present, the Chairperson of the Meeting declared the Meeting open at 4.00 p.m.

The Chairperson introduced the Board of Directors, Financial Controllers, Sponsor, Company Secretary, Auditors, Polling Agent and Scrutineer present at the Meeting by electronic means.

NOTICE OF MEETING

The Notice of the Meeting having been circulated within the prescribed period was taken as read.

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(Company Registration Number: 201843233N)
Minutes of Annual General Meeting held on 15 October 2021

PROCEDURES OF MEETING

The Chairperson informed that pursuant to the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020, all resolutions tabled at the Meeting had been voted prior to the meeting by proxy and all resolutions were deemed proposed and seconded.

The Meeting was informed that Boardroom and Corporate Advisory Services Pte. Ltd. has been appointed as Polling Agent and DrewCorp Services Pte Ltd has been appointed as Scrutineer for the Meeting. The votes from the proxy forms received by the Company from shareholders have been counted by the Polling Agent and verified by the Scrutineer.

The Chairperson also informed that there would not be a live question and answer session. The Company did not receive any question from shareholders. However, the Company has received questions from Securities Investors Association (Singapore) and had addressed the questions and announced via SGXNet before the Meeting on 14 October 2021.

ORDINARY BUSINESS:

1. DIRECTORS' STATEMENT AND THE AUDITED FINANCIAL STATEMENTS OF THE COMPANY FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021 TOGETHER WITH THE INDEPENDENT AUDITORS' REPORT

- ORDINARY RESOLUTION 1

Ordinary Resolution 1 was to receive and adopt the Directors' Statement and the Audited Financial Statements of the Company for the financial year ended 30 June 2021 together with the Independent Auditors' Report.

The poll results announced by the Chairperson were as follows:

	Number of Shares	Percentage (%)
For	123,314,170	100.00
Against	0	0.00
Total Number of Valid Shares Cast	123,314,170	100.00

The Chairperson declared Ordinary Resolution 1 was carried. It was RESOLVED:

That the Directors' Statement and the Audited Financial Statements for the financial year ended 30 June 2021 together with the Independent Auditors' Report be received and adopted.

2. DECLARATION OF FINAL DIVIDEND (TAX-EXEMPTONE-TIER) OF $0.0075 PER ORDINARY SHARE

- ORDINARY RESOLUTION 2

Ordinary Resolution 2 was to approve the declaration of a final dividend (tax-exemptone-tier) of 0.75 Singapore cents per ordinary share for the financial year ended 30 June 2021.

The Directors had recommended the payment of a final dividend (tax-exemptone-tier) of 0.75 Singapore cents per ordinary share for the financial year ended 30 June 2021. Subject to the resolution being duly approved, the record date to determine the entitlements to the dividend has been fixed at 5.00 p.m. on 28 October 2021 and the dividend payment date on 11 November 2021.

The poll results announced by the Chairperson were as follows:

	Number of Shares	Percentage (%)
For	123,314,170	100.00
Against	0	0.00
Total Number of Valid Shares Cast	123,314,170	100.00

The Chairperson declared that Ordinary Resolution 2 was carried. It was RESOLVED:

That the declaration of the final dividend (tax-exemptone-tier) of 0.75 Singapore cents per ordinary share for the financial year ended 30 June 2021 be hereby approved.

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(Company Registration Number: 201843233N)
Minutes of Annual General Meeting held on 15 October 2021

3. DIRECTORS' FEES FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

- ORDINARY RESOLUTION 3

Ordinary Resolution 3 was to approve the payment of Directors' Fees for the financial year ended 30 June 2021.

The Board had recommended the payment of S$71,250 as Directors' Fees for the financial year ended 30 June 2021.

The poll results announced by the Chairperson were as follows:

	Number of Shares	Percentage (%)
For	123,314,170	100.00
Against	0	0.00
Total Number of Valid Shares Cast	123,314,170	100.00

The Chairperson declared that Ordinary Resolution 3 was carried. It was RESOLVED:

That the Directors' Fees of S$71,250 for the financial year ended 30 June 2021 be approved for payment.

4. RE-ELECTION OF DR. LOH FOO KEONG JEFFREY AS DIRECTOR OF THE COMPANY

- ORDINARY RESOLUTION 4

Ordinary Resolution 4 dealt with the re-election of Dr. Loh Foo Keong Jeffrey as Director of the Company.

The Meeting was informed that Dr. Loh Foo Keong Jeffrey who retires as Director of the Company pursuant to Regulation 97 of the Company's Constitution, has offered himself for re-election. Dr. Loh Foo Keong Jeffrey will remain as Executive Director and Chief Operating Officer of the Company upon passing of Ordinary Resolution 4.

The poll results announced by the Chairperson were as follows:

	Number of Shares	Percentage (%)
For	95,654,470	100.00
Against	0	0.00
Total Number of Valid Shares Cast	95,654,470	100.00

The Chairperson declared that Ordinary Resolution 4 was carried. It was RESOLVED:

That Dr. Loh Foo Keong Jeffrey be re-elected as Director of the Company.

5. RE-ELECTION OF MR. CHONG WENG HOE AS DIRECTOR OF THE COMPANY

- ORDINARY RESOLUTION 5

Ordinary Resolution 5 dealt with the re-election of Mr. Chong Weng Hoe as Director of the Company.

The Meeting was informed that Mr. Chong Weng Hoe who retires as Director of the Company pursuant to Regulation 97 of the Company's Constitution, has offered himself for re-election. Mr. Chong Weng Hoe will remain as Independent Non-executive Director, Chairman of the Remuneration Committee and a member of the Audit Committee and Nominating Committee and will be considered independent for the purposes of Rule 704(7) of Section B of the Singapore Exchange Securities Trading Limited Listing Manual: Rules of Catalist ("Catalist Rules") upon passing of Ordinary Resolution 5.

The poll results announced by the Chairperson were as follows:

	Number of Shares	Percentage (%)
For	123,314,170	100.00
Against	0	0.00
Total Number of Valid Shares Cast	123,314,170	100.00

SINGAPORE PAINCARE HOLDINGS LIMITED	Page 4 of 7
(Company Registration Number: 201843233N)
Minutes of Annual General Meeting held on 15 October 2021

The Chairperson declared that Ordinary Resolution 5 was carried. It was RESOLVED:

That Mr. Chong Weng Hoe be re-elected as Director of the Company.

6. RE-ELECTION OF DR. LIM KAH MENG AS DIRECTOR OF THE COMPANY

- ORDINARY RESOLUTION 6

Ordinary Resolution 6 dealt with the re-election of Dr. Lim Kah Meng as Director of the Company.

The Meeting was informed that Dr. Lim Kah Meng who retires as Director of the Company pursuant to Regulation 103 of the Company's Constitution, has offered himself for re-election. Dr. Lim Kah Meng will remain as Independent Non-Executive Director and will be considered independent for the purposes of Rule 704(7) of the Catalist Rules upon passing of Ordinary Resolution 6.

The poll results announced by the Chairman were as follows:

	Number of Shares	Percentage (%)
For	123,314,170	100.00
Against	0	0.00
Total Number of Valid Shares Cast	123,314,170	100.00

The Chairman declared that Ordinary Resolution 6 was carried. It was RESOLVED:

That Dr. Lim Kah Meng be re-elected as Director of the Company.

7. RE-APPOINTMENT OF INDEPENDENT AUDITOR OF THE COMPANY

- ORDINARY RESOLUTION 7

Ordinary Resolution 7 dealt with the re-appointment of Messrs. BDO LLP as the Independent Auditor of the Company and to authorise the Directors of the Company to fix their remuneration.

The Meeting was informed that Messrs. BDO LLP, the Independent Auditor of the Company, had expressed their willingness to continue in office.

The poll results announced by the Chairperson were as follows:

	Number of Shares	Percentage (%)
For	95,654,470	100.00
Against	0	0.00
Total Number of Valid Shares Cast	95,654,470	100.00

The Chairperson declared that Ordinary Resolution 7 was carried. It was RESOLVED:

That Messrs. BDO LLP be re-appointed as Independent Auditor of the Company until the conclusion of the next annual general meeting and that the Directors be authorised to fix their remuneration.

8. ANY OTHER BUSINESS

No notice of any other ordinary business was received by the Company Secretary, the Chairperson proceeded to deal with the Special Business.

SPECIAL BUSINESS:

9. AUTHORITY TO ALLOT AND ISSUE SHARES

- ORDINARY RESOLUTION 8

Ordinary Resolution 8 was to seek shareholders' approvals to authorise the Directors to allot and issue shares pursuant to Section 161 of the Companies Act, Chapter 50 and Rule 806 of the Catalist Rules.

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(Company Registration Number: 201843233N)
Minutes of Annual General Meeting held on 15 October 2021

The poll results announced by the Chairperson were as follows:

	Number of Shares	Percentage (%)
For	123,314,170	100.00
Against	0	0.00
Total Number of Valid Shares Cast	123,314,170	100.00

The Chairperson declared that Ordinary Resolution 8 was carried. It was RESOLVED:

1. That pursuant to Section 161 of the Companies Act, Chapter 50 of Singapore (the "Act") and Rule 806 of the Singapore Exchange Securities Trading Limited ("SGX-ST") Listing Manual Section B: Rules of Catalist ("Catalist Rules"), the Directors of the Company be authorised and empowered to:
2. 1. allot and issue shares in the capital of the Company ("Shares") whether by way of rights, bonus or otherwise;
   2. make or grant offers, agreements or options (collectively, "Instruments") that might or would require Shares to be issued, including but not limited to the creation and issue of (as well as adjustments to) options, warrants, debentures or other instruments convertible into Shares; and
   3. 1. issue additional Instruments arising from adjustments made to the number of Instruments previously issued in the event of rights, bonus or capitalisation issues,

at any time and upon such terms and conditions and for such purposes and to such persons as the Directors of the Company may in their absolute discretion deem fit; and

1. (notwithstanding that the authority conferred by this Resolution may have ceased to be in force) issue Shares in pursuance of any Instruments made or granted by the Directors of the Company while this Resolution was in force,

provided that:

1. the aggregate number of Shares to be issued pursuant to this Resolution (including Shares to be issued in pursuance of the Instruments, made or granted pursuant to this Resolution) shall not exceed one hundred per centum (100%) of the total number of issued Shares (excluding treasury shares and subsidiary holdings, if any) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below), of which the aggregate number of shares to be issued other than on a pro rata basis to existing shareholders of the Company shall not exceed fifty per centum (50%) of the total number of issued shares (excluding treasury shares and subsidiary holdings, if any) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below);
2. (subject to such calculation as may be prescribed by the SGX-ST) for the purpose of determining the aggregate number of Shares that may be issued under sub-paragraph (1) above, the total number of issued Shares in the capital of the Company (excluding treasury shares and subsidiary holdings, if any) shall be the total number of issued Shares in the capital of the Company (excluding treasury shares and subsidiary holdings, if any) at the time of the passing of this Resolution, after adjusting for:
3. 1. new Shares arising from the conversion or exercise of the Instruments or any convertible securities outstanding at the time of passing of this Resolution;
   2. (where applicable) new Shares arising from the exercise of share options or vesting of share awards outstanding or subsisting at the time of passing this Resolution, provided that such share options or share awards (as the case may be) were granted in compliance with the Catalist Rules; and
   3. any subsequent bonus issue, consolidation or subdivision of Shares;
4. 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 SGX-ST), all applicable legal requirements under the Act and the Constitution of the Company; and