VIKING OFFSHORE & MARINE LIMITED

(the "Company")

(Company Registration No. 199307300M)

(Incorporated in the Republic of Singapore)

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Minutes of the Annual General Meeting of the Company held on Tuesday, 29 June 2021 at 9.00 a.m. by way of electronic means (via live webcast and live audio feed).

PRESENT

DIRECTORS

Mr. Ng Yeau Chong

:

Chairman of the Meeting, Executive Director and Chief

Executive Officer

Mr. Andy Lim

:

Executive Director and Chairman of the Board

Mr. Lee Suan Hiang

:

Lead Independent Director

Mr. Tan Wee Peng Kelvin

:

Independent Director

Ms. Phua Siok Gek, Cynthia

:

Independent Director

IN ATTENDANCE

Mr. Law Ren Kai Kenneth

:

Chief Financial Officer

Ms. Alice Ng

:

Director, ZICO Capital Pte. Ltd.

Ms. Goh Mei Xian

:

Associate Director, ZICO Capital Pte. Ltd.

Mr. Vincent Toong

:

Partner, Ernst & Young LLP

Mr. Noel Chen

:

Senior Manager, Ernst & Young LLP

Ms. Winnie Yong

:

Manager, Ernst & Young LLP

Ms. Sandra Lee

:

Entrust Advisory Pte. Ltd.

Ms. Lin Moi Heyang

:

Company Secretary

Ms. Joyce Choo Siew Gaik

:

Tricor Evatthouse Corporate Services

Mr. James Cheong

:

M & C Services Private Limited

Ms. Huang Hui Fan

:

Group IT, Viking Offshore and Marine Limited

MEMBERS

As per attendance list.

WELCOME AND INTRODUCTION

The Chairman of the Meeting, Mr. Ng Yeau Chong, welcomed Members to the Annual General Meeting (the "Meeting") of the Company.

VIKING OFFSHORE & MARINE LIMITED Minutes of the Annual General Meeting held on Tuesday, 29 June 2021

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The Chairman informed that due to the COVID-19 situation, the AGM was held via electronic means 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.

The Chairman acknowledged that Members who were participating the Meeting and whose identities were verified by the share registrar of the Company before the Meeting would be taken as electronically present at the Meeting and for quorum purpose.

The Chairman introduced his fellow Directors, the Management team of the Company and persons in attendance of the Meeting via live webcast.

QUORUM

There being a quorum present, the Chairman declared the Meeting open.

NOTICE

The Notice convening the Meeting, having been in the hands of Members for the requisite period was taken as read.

VOTING

The Chairman informed that he had been appointed as proxy by some Members and he had voted in accordance with their specific instructions by way of polls. The votes casted by him had been verified before the Meeting by Entrust Advisory Pte. Ltd. the independent scrutineer appointed for the polling process of the Meeting.

QUESTION FROM MEMBERS

The Chairman informed that there was no question received from any Member except for some questions received from Securities Investors Association (Singapore) ("SIAS"). All the questions received from SIAS had been answered and published at SGXNet and the Company's website on 28 June 2021 and the Members could log on to the websites for the information.

VIKING OFFSHORE & MARINE LIMITED Minutes of the Annual General Meeting held on Tuesday, 29 June 2021

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AUDITED FINANCIAL STATEMENTS

The Chairman tabled the Audited Financial Statements of the Company for the financial year ended 31 December 2020 and the Directors' Statement and the Auditors' Report thereon to the Members.

ORDINARY BUSINESS

The Chairman proceeded to put the proposed resolutions at the Meeting and announced the results of the polls as follows:-

RESOLUTION 1 - RE-ELECTION OF MR. ANDY LIM

"That Mr. Andy Lim, who retires pursuant to Article 93 of the Company's Constitution, be reelected as a Director of the Company."

The verified results of the poll were:

No. of votes for

:

225,386,300 representing 99.36%

No. of votes against

:

1,456,000 representing 0.64%

Total votes cast

:

226,842,300

The Chairman declared Ordinary Resolution 1 carried.

RESOLUTION 2 - RE-ELECTION OF MS PHUA SIOK GEK, CYNTHIA

"That Ms Phua Siok Gek, Cynthia, who retires pursuant to Article 93 of the Company's Constitution, be re-elected as a Director of the Company."

The verified results of the poll were:

No. of votes for

:

468,493,180 representing 99.69%

No. of votes against

:

1,456,000 representing 0.31%

Total votes cast

:

469,949,180

The Chairman declared Ordinary Resolution 2 carried.

RESOLUTION 3 - DIRECTORS' FEES

"That the payment of Directors' Fees of up to S$86,000 for the financial year ending 31 December 2021 be approved."

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The verified results of the poll were:

No. of votes for

:

468,493,180 representing 99.69%

No. of votes against

:

1,456,000 representing 0.31%

Total votes cast

:

469,949,180

The Chairman declared Ordinary Resolution 3 carried.

RESOLUTION 4 - RE-APPOINTMENT OF AUDITORS

"That Messrs. Ernst & Young LLP, Certified Public Accountants, Singapore, be and are hereby re-appointed Auditors of the Company to hold office until the conclusion of the next Annual General Meeting at a remuneration to be fixed by the Directors."

The verified results of the poll were:

No. of votes for

:

468,493,180 representing 99.69%

No. of votes against

:

1,456,000 representing 0.31%

Total votes cast

:

469,949,180

The Chairman declared Ordinary Resolution 4 carried.

SPECIAL BUSINESS

The Chairman put forward the following proposed resolutions as special business to the Meeting:-

RESOLUTION 5 - AUTHORITY TO ALLOT AND ISSUE SHARES

  1. "That, pursuant to Section 161 of the Companies Act (Cap. 50) of Singapore
    ("Companies Act"), and the Singapore Exchange Securities Trading Limited ("SGX- ST") Listing Manual Section B: Rules of the Catalist (the "Catalist Rules"), approval be and is hereby given to the Directors of the Company at any time to such persons and upon such terms and for such purposes as the Directors of the Company may in their absolute discretion deem fit, to:
    1. 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 that might or would require shares to be issued or other transferable rights to subscribe for or purchase shares

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(collectively, "Instruments"), including but not limited to the creation and issue of warrants, debentures or other Instruments convertible into shares; and/or

    1. issue additional Instruments arising from adjustments made to the number of Instruments previously issued in the event of a rights issue, bonus issue or subdivision or consolidation of shares; and
  1. (notwithstanding the authority conferred by Shareholders of the Company may have ceased to be in force) issue shares in pursuance of any Instrument made or granted by the Directors of the Company while the authority was in force, provided always that:
    1. the aggregate number of shares to be issued pursuant to this resolution (including shares to be issued in pursuance of Instruments made or granted pursuant to this resolution) does not exceed one hundred per cent (100%) of the total number of issued shares excluding treasury shares and subsidiary holdings of the Company, of which the aggregate number of shares (including shares to be issued in pursuance of Instruments made or granted pursuant to this resolution) to be issued other than on a pro rata basis to Shareholders of the Company does not exceed fifty per cent (50%) of the total number of issued shares excluding treasury shares and subsidiary holdings of the Company, and for the purpose of this resolution, the issued share capital shall be the Company's total number of issued shares excluding treasury shares and subsidiary holdings at the time this resolution is passed, after adjusting for:
      1. new shares arising from the conversion or exercise of convertible securities,
      2. new shares arising from exercising of share options or vesting of share awards provided the share options or share awards were granted in compliance with Part VIII of Chapter 8 of the Catalist Rules; and
      3. any subsequent bonus issue, consolidation or subdivision of shares,

provided that adjustments in accordance with sub-paragraphs (1) and (2) above are only to be made in respect of new shares arising from convertible securities, share options or share awards which were issued and outstanding or subsisting at the time of the passing of this resolution;

  1. 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) and the Constitution for the time being of the Company; and

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Viking Offshore and Marine Limited published this content on 28 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 July 2021 10:33:16 UTC.