No. |
Proposition |
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For |
Against |
Abstain |
1 |
THAT, SUBJECT TO AND CONDITIONAL ON PASSING OF THIS RESOLUTION, HAVING REGARD TO THE PROVISIONS OF THE TAKEOVER RULES AND TO THE CONDITIONS ATTACHED BY THE TAKEOVER PANEL TO THE GRANT OF THE WAIVER UNDER RULE 9 OF THE TAKEOVER RULES, IN RELATION TO, THE ACQUISITION BY COMPACT WTL TECH LIMITED OF AN AGGREGATE HOLDING OF 54.45 PER CENT. OF THE ENTIRE ISSUED SHARE CAPITAL OF THE COMPANY AS A RESULT OF THE ISSUE OF ORDINARY SHARES OF UP TO 176,470,588 PURSUANT TO THE EXERCISE OF THE OPTIONS UNDER THE OPTION AGREEMENT, THE ISSUE OF ORDINARY SHARES OF UP TO 78,603,765 PURSUANT TO THE CONVERSION OF THE CONVERTIBLE LOAN AND THE ISSUE OF ORDINARY SHARES OF UP TO 88,235,294 PURSUANT TO THE EXERCISE OF WARRANTS BE AND IS HEREBY APPROVED ON THE BASIS THAT SUCH ACQUISITION WILL NOT RESULT IN COMPACT WTL TECH LIMITED BECOMING OBLIGED TO MAKE AN OFFER TO THE COMPANYS SHAREHOLDERS PURSUANT TO RULE 9 OF THE TAKEOVER RULES |
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2 |
THAT, THE AUTHORISED SHARE CAPITAL OF THE COMPANY BE INCREASED TO 225,000,000 BY THE CREATION OF AN ADDITIONAL 590,000,000 NEW ORDINARY SHARES OF 0.01 EACH |
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3 |
THAT IN ORDER TO GIVE EFFECT TO RESOLUTION 2 THE DRAFT MEMORANDUM AND ARTICLES OF ASSOCIATION PRODUCED TO THE MEETING AND INITIALLED BY THE CHAIRMAN OF THE MEETING FOR THE PURPOSES OF IDENTIFICATION BE ADOPTED AS THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE COMPANY |
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4 |
THAT THE DIRECTORS BE AUTHORISED TO EXERCISE ALL POWERS OF THE COMPANY TO ALLOT RELEVANT SECURITIES |
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5 |
THAT THE DIRECTORS BE EMPOWERED TO DISAPPLY STATUTORY PRE-EMPTION RIGHTS |
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