KORI HOLDINGS LIMITED

(Incorporated in the Republic of Singapore)

(Company Registration No.: 201212407R)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an Extraordinary General Meeting ("EGM") of KORI HOLDINGS LIMITED (the "Company") will be held by way of electronic means on 29 June 2020 at 11.00 a.m. (or as soon thereafter following the conclusion or adjournment of the Annual General Meeting of the Company to be held at 10.00 a.m. on the same day and at the same venue) for the purposes set out below.

The Notice has been made available on SGXNet and the Company's Website at URL http://www.kori.com.sg. A printed copy of this Notice, the proxy form and other documents related to the EGM will NOT be despatched to members.

SPECIAL RESOLUTION 1

The adoption of the proposed New Constitution

"That the articles contained in the New Constitution be approved and adopted as the Constitution of the Company in substitution for, and to the exclusion of, the Existing Constitution."

All capitalised terms used in this Notice of EGM which are not defined herein shall have the same meaning ascribed to them in the Circular to Shareholders dated 5 June 2020.

BY ORDER OF THE BOARD

Shawn Chan Changyun

Company Secretary

Singapore

5 June 2020

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Additional Notes:

  1. The EGM is being convened, and will be held, by 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.
  2. Due to the current COVID-19 restriction orders in Singapore, members will not be able to attend the EGM in person. Members will be able to watch the proceedings of the EGM through a "live" webcast via their mobile phones, tablets or computers or listen to these proceedings through a "live" audio feed via telephone. In order to do so, members who wish to watch the "live" webcast or listen to the "live" audio feed must pre-register by 11.00 a.m. on 26 June 2020, at http://sg.conveneagm.com/kori. Members may begin pre-registration at 10.00 am on 10 June 2020. Following authentication of their status as members, authenticated members will receive email verifying their status as a shareholder. Shareholders should use the log-on credential created during the registration process to access the webcast and audio feed of the proceedings of the EGM by 3.00 pm on 26 June 2020. Members who do not receive an email by 5.00 pm on 26 June 2020 should contact the Company, by email at admin@kori.com.sg.
    Persons holding shares through relevant intermediaries, including CPF and SRS investors, who wish to participate in the EGM via webcast should contact their relevant intermediaries (e.g. their respective CPF Agent Banks and SRS Operators) through which they hold such shares as soon as possible in order for the necessary arrangements to be made for their participation in the EGM.
  3. Members who pre-register to watch the "live" webcast or listen to the "live" audio feed may also submit questions relating to the resolutions to be tabled for approval at the EGM. Please note that members will not be able to ask questions at the EGM "live" during the webcast and the audio feed.
    All questions must be submitted by 10.00 am on 19 June 2020 ("Questions Cut-Off Date"):
    1. via the pre-registration website at http://sg.conveneagm.com/kori; or
    2. in hard copy by post to Kori Holdings Limited at 11 Sims Drive, #06-01 SCN Centre, Singapore 387385

The Company will address substantial questions relevant to the resolutions to be tabled for approval at the EGM as received from Shareholders before the Questions Cut-Off Date, on or prior to 24 June 2020. The Company will, within one month after the date of the EGM, publish the minutes of the EGM, together with responses to subsequent clarifications sought or follow-up questions raised by shareholders in respect of substantial and relevant matters on SGXNet and the Company's website.

  1. A member will not be able to attend the EGM in person. Members (whether individuals or corporates) who wish to exercise their voting rights at the Extraordinary General Meeting must appoint the Chairman of the Meeting as their proxy to attend, speak and vote on their behalf at the Extraordinary General Meeting. In appointing the Chairman of the Meeting as proxy, members (whether individuals or corporates) must give specific instructions as to voting, or abstentions from voting, in the form of proxy, failing which the appointment will be treated as invalid.
    In view of the current COVID-19 situation and the related safe distancing measures which may make it difficult for members to submit completed proxy forms and questions by post, members are strongly encouraged to submit completed proxy forms and questions electronically via email.
  2. The Chairman of the Meeting, as proxy, need not be a member of the Company.
  3. The instrument appointing the Chairman of the Meeting as proxy must:

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  1. if sent personally or by post, be received at Kori Holdings Limited c/o Tricor Barbinder Share Registration Services, at 80 Robinson Road, #11-02, Singapore 068898; or
  2. if submitted by email, be received by Kori Holdings Limited c/o Tricor Barbinder Share Registration Services, by email atsg.is.proxy@sg.tricorglobal.com

In either case no later than 11.00 am on 27 June 2020, and in default the instrument of proxy shall not be treated as valid. A member who wishes to submit an instrument of proxy must first download, complete and sign the proxy form, before submitting it by post to the address provided above, or before scanning and sending it by email to the email address provided above.

CPF and SRS Investors are to approach their respective CPF Agent Banks or SRS Operators to submit their votes by at least seven (7) days before the time appointed for the holding of the EGM.

  1. The instrument appointing the Chairman of the Meeting as proxy must be signed by the appointor or his attorney duly authorised in writing. Where the instrument appointing the Chairman of the Meeting as proxy is executed by a corporation, it must be either under its common seal or signed on its behalf by a duly authorised officer or attorney.
  2. Where an instrument appointing the Chairman of the Meeting as proxy is signed on behalf of the appointor by an attorney, the power of attorney (or other authority) or a duly certified copy thereof must (failing previous registration with the Company) be attached to the instrument of proxy, failing which the instrument may be treated as invalid.
  3. The Company shall be entitled to reject the instrument appointing the Chairman of the Meeting as proxy if it is incomplete, improperly completed, illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing the Chairman of the Meeting as proxy (such as in the case where the appointor submits more than one instrument of proxy).
  4. In the case of shares entered in the Depository Register, the Company may reject an instrument of proxy if the member, being the appointor, is not shown to have shares entered against his/her/its name in the Depository Register as at 72 hours before the time appointed for holding the meeting, as certified by The Central Depository (Pte) Limited to the Company.

Important Reminders

Due to the constantly evolving COVID-19 situation, the Company may be required to change its Extraordinary General Meeting arrangements at short notice. Members are advised to regularly check the Company's website or announcements released on SGXNET for updates on the Extraordinary General Meeting. Further, in view of the current COVID-19 measures which may make it difficult for members to submit completed proxy forms by post, members are strongly encouraged to submit completed proxy forms electronically via email.

Personal data privacy:

By (a) submitting an instrument appointing the Chairman of the Meeting as proxy to attend, speak and vote at the EGM and/or any adjournment thereof, (b) completing the pre-registration in accordance with this Notice, or

  1. submitting any question prior to the EGM in accordance with this Notice, a member of the Company consents to the collection, use and disclosure of the member's personal data by the Company (or its agents or service providers) for the following purposes:
  1. processing, administration and analysis by the Company (or its agents or service providers) of proxy forms appointing the Chairman of the Meeting as proxy for the EGM (including any adjournment thereof);
  2. processing of the pre-registration for purposes of granting access to members to the "live" webcast or "live" audio feed of the EGM proceedings and providing them with any technical assistance where necessary;

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  1. addressing substantial and relevant questions from members received before the EGM and if necessary, following up with the relevant members in relation to such questions;
  2. preparation and compilation of the attendance lists, proxy lists, minutes and other documents relating to the EGM (including any adjournment thereof); and
  3. enabling the Company (or its agents or service providers) to comply with any applicable laws, listing rules, take-over rules, regulations and/or guidelines.

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Attachments

Disclaimer

KORI Holdings Ltd. published this content on 05 June 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 June 2020 11:50:00 UTC