8.
That:
(1)
for the purposes of the Catalist Rules and the Companies Act, the Directors be and are
hereby authorised to exercise all the powers of the Company to purchase or otherwise
acquire the Shares not exceeding in aggregate the Maximum Limit (as defined below),
at such price(s) as may be determined by the Directors from time to time up to the
Maximum Price (as defined below), whether by way of:
(a)
market purchase(s) (each a “Market Purchase”) on the SGX-ST; and/or
(b)
off-market purchase(s) (each an “Off-Market Purchase”) effected otherwise
than on the SGX-ST in accordance with any equal access scheme(s) as may be
determined or formulated by the Directors as they consider fit, which scheme(s)
shall satisfy all the conditions prescribed by the Companies Act;
and otherwise in accordance with all other laws and regulations, including but
not limited to, the provisions of the Companies Act and the Catalist Rules as
may for the time being be applicable, be and is hereby authorised and approved
generally and unconditionally (the “Share Buyback Mandate”);
(2)
any Share that is purchased or otherwise acquired by the Company pursuant to the
Share Buyback Mandate shall, at the discretion of the Directors, either be cancelled or
held in treasury and dealt with in accordance with the Companies Act;
(3)
unless varied or revoked by the members of the Company in a general meeting, the
authority conferred on the Directors pursuant to the Share Buyback Mandate may
be exercised by the Directors at any time and from time to time during the period
commencing from the date of the passing of this Resolution and expiring on the
earliest of:
(a)
the date on which the next AGM of the Company is held or required by law to
be held;
(b)
the date on which the purchases or acquisitions of Shares by the Company
pursuant to the Share Buyback Mandate are carried out to the full extent
mandated; or
(c)
the date on which the authority conferred by the Share Buyback Mandate is
varied or revoked;
(4)
in this Resolution:
“Maximum Limit” means the number of issued Shares representing 10% of the total
number of issued Shares as at the date of the passing of this Resolution, unless the
Company has effected a reduction of the share capital of the Company in accordance
with the applicable provisions of the Companies Act, at any time during the Relevant
Period, in which event the total number of Shares shall be taken to be the total number
of Shares as altered. Any Shares which are held as treasury shares will be disregarded
for the purposes of computing the 10% limit;
(Resolution 9)
NOTICE OF ANNUAL GENERAL MEETING
ISOTEAM LTD. (REgISTRATIOn nuMBER 201230294M)
116
ISOTEAM LTD.
ANNUAL REPORT 2016
