BAKER
TECHNOLOGY
L IMI TED
THE BE ST
I N US
. 13 2
provided that:
(1)
theaggregatenumberof shares tobe issuedpursuant to thisResolution (includingshares tobe issued
in pursuance of Instrumentsmade or granted pursuant to this Resolution) shall not exceed 50% of
the total numberof issued shares (excluding treasury shares and subsidiaryholdings) in thecapital of
the Company (as calculated in accordancewith sub-paragraph (2) below), of which the aggregate
number of shares (including shares to be issued in pursuance of Instruments made or granted
pursuant to thisResolution) tobe issuedother thanonapro ratabasis toexisting shareholdersof the
Company shall not exceed 20%of the total number of issued shares (excluding treasury shares and
subsidiary holdings) in the capital of theCompany (as calculated in accordancewith sub-paragraph
(2) below);
(2)
(subject to such manner of calculation as may be prescribed by the SGX-ST) for the purpose of
determining theaggregatenumber of shares thatmaybe issuedunder sub-paragraph (1) above, the
total number of issued shares (excluding treasury shares and subsidiary holdings) shall be based on
the total numberof issued shares (excluding treasury shares and subsidiaryholdings) in thecapital of
theCompany at the timeof thepassingof this Resolution, after adjusting for:
(i)
new shares arising from the conversion or exercise of any convertible securities or share
options or vesting of share awards which are outstanding or subsisting at the time of the
passingof this Resolution; and
(ii)
any subsequent bonus issue, consolidationor subdivisionof shares;
(3)
inexercising theauthorityconferredby thisResolution, theCompanyshallcomplywith theprovisions
of the ListingManual of the SGX-ST for the time being in force (unless such compliance has been
waivedby the SGX-ST) and theConstitutionof theCompany; and
(4)
unless revoked or varied by the Company in a general meeting, such authority shall continue in
force until the conclusion of the next Annual General Meeting of the Company or the date by
which thenext Annual GeneralMeetingof theCompany is requiredby law tobeheld,whichever is
earlier.
(Resolution7)
7.
That:
(a)
the regulations contained in the newConstitution, submitted to this Annual General Meeting and,
for the purpose of identification, subscribed to by theChairman thereof, be approved and adopted
as the new Constitution of the Company in substitution for, and to the exclusion of, the existing
Constitution; and
(b)
theDirectors of theCompany and/or anyof thembe and are/is hereby authorised to complete and
do all suchacts and things (includingexecuting suchdocuments asmaybe required) as they and/or
hemay consider expedient or necessary togiveeffect to this resolution.
(Resolution8)
ByOrder of theBoard
NgaKoNie
Company Secretary
Singapore, 4April 2018
NOTICEOF
ANNUALGENERALMEETING
