156
HG METAL MANUFACTURING LIMITED
ANNUAL REPORT 2014
NOTICE OF
ANNUAL GENERAL MEETING
(ii)
the date on which the purchases or acquisitions of Shares by the
Company pursuant to the Share Purchase Mandate are carried
out to the full extent mandated,
whichever is the earlier;
(c)
in this Ordinary Resolution:
“
Maximum Limit
” means that number of issued Shares representing three
per cent. (3%) of the total number of issued Shares (excluding treasury
shares) as at the date of the passing of this Ordinary 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
issued Shares shall be taken to be the total number of Shares as altered
(excluding any treasury shares that may be held by the Company from
time to time);
“
Relevant Period
” means the period commencing from the date on which
the last AGM was held and expiring on the date the next AGM is held or is
required by law to be held, whichever is the earlier, after the date of this
Ordinary Resolution; and
“
Maximum Price
”, in relation to a Share to be purchased or acquired,
means the purchase price (excluding brokerage, stamp duties, commission,
applicable goods and services tax and other related expenses) which shall
not exceed:
(i)
in the case of a Market Purchase, one hundred and five per cent.
(105%) of the Average Closing Price; and
(ii)
in the case of an Off-Market Purchase pursuant to an equal access
scheme, one hundred and twenty per cent. (120%) of the Average
Closing Price,
where:
“
Average Closing Price
” means the average of the closing market prices
of a Share over the last five (5) Market Days (a “
Market Day
” being a
day on which the SGX-ST is open for trading in securities), on which
transactions in the Shares were recorded, before the day on which the
purchase or acquisition of Shares was made and deemed to be adjusted
for any corporate action that occurs after the relevant five (5) Market
Days; and
