(Incorporated in the Republic of Singapore on 14 August 2015)

(Company Registration Number: 201531866K)

ANNUAL GENERAL MEETING TO BE HELD ON 27 APRIL 2023 (THE "AGM")

  1. INTRODUCTION
    The board of directors (the "Board") of Secura Group Limited (the "Company") refers to:
    1. the COVID-19 (Temporary Measures) Act 2020 which enables the Minister of Law by order to prescribe alternative arrangements for listed companies in Singapore to, inter alia, conduct general meetings, either wholly or partly, by electronic communication, video conferencing, tele-conferencing or other electronic means;
    2. the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture
      Holders) Order 2020 (the "Order"), which sets out the alternative arrangements in respect of inter alia, general meetings of companies; and
    3. the joint statement issued by the Accounting and Corporate Regulatory Authority, the Monetary Authority of Singapore and the Singapore Exchange Regulation of 13 April 2020 (and subsequently updated on 27 April 2020, 22 June 2020, 1 October 2020 and 4 February 2022), read together with the FAQs on "the Holding of General Meetings" issued by the
      Singapore Exchange Regulation on 23 May 2022, which provides additional guidance on the conduct of general meetings amid the evolving COVID-19 situation.
  2. DATE, TIME AND CONDUCT OF ANNUAL GENERAL MEETING
    The Board wishes to announce that the AGM will be convened and held by way of electronic means on 27 April 2023 at 2.00 p.m. to transact the business set out in the notice of AGM dated 12 April 2023 (the "Notice of AGM").
  3. DOCUMENTS
    In line with the relevant provisions under the Order, no printed copies of the Company's annual report for the financial year ended 31 December 2022, letter to shareholders, Notice of AGM and proxy form (collectively, the "Documents") will be despatched to shareholders of the Company (the "Shareholders").
    The Documents have been uploaded on SGXNET today and may be found at the URL https://www.sgx.com/securities/company-announcementsand on the Company's website at the URL https://www.securagroup.com.sg/.

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  1. NO ATTENDANCE AT THE AGM IN PERSON
    As the AGM will be held by way of electronic means, Shareholders will not be able to attend the AGM in person. Alternative arrangements have been put in place to allow Shareholders to electronically access the AGM by (a) watching the AGM proceedings via "live" audio-visual webcast or listening to the AGM proceedings via "live" audio-only stream, (b) submitting questions to the Chairman of the AGM in advance or during the AGM via an online chat box, and/or (c) by voting "live" via electronic means at the AGM or appointing a proxy(ies) to attend and vote electronically during the AGM. Please see paragraph 5 below for these alternative arrangements.
  2. ALTERNATIVE ARRANGEMENTS
    The following are the alternative arrangements which have been put in place for the AGM:
  1. "Live" audio-visual webcast and "live" audio-only stream

The Company's Chairman, Dr Ho Tat Kin and the Company's Executive Director and Chief Executive Officer, Mr Kan Kheong Ng will conduct the proceedings of the AGM by way of electronic means. Shareholders will be able to watch these proceedings through a "live" audio-visual webcast via their mobile phones, tablets or computers or listen to these proceedings through a "live" audio-only stream via telephone. In order to do so, Shareholders must follow these steps:

    1. Shareholders who wish to (i) attend and vote (in real time), or (ii) appoint a proxy(ies) to attend and vote (in real time) at the AGM via electronic means must pre-register online by 2.00 p.m. on 24 April 2023 ("Registration Cut-OffDate") (being not less than 72 hours before the time appointed for holding the AGM), at the URL https://conveneagm.sg/secura2022to provide the requisite details of the Shareholder and proxy(ies) (if applicable) for verification purposes. Shareholders who wish to appoint a proxy(ies) must also submit a proxy form in accordance with paragraph 5(c) below. A proxy(ies) is not required (and will not be able) to separately re-register to attend and vote at the AGM.
      Following successful verification, authenticated Shareholders and their appointed proxies (if any) will receive email instructions on how to access the webcast and audio stream of the AGM proceedings by 2.00 p.m. on 26 April 2023. The email will also contain unique access details for "live" voting, if applicable.
    2. Shareholders who do not receive an email by 2.00 p.m. on 26 April 2023, but who registered by the Registration Cut-Off Date, should contact the Company at the following email address: agm@securagroup.sg.
  1. Submission of questions in advance
    Shareholders may also submit questions related to the Ordinary Resolutions to be tabled for approval at the AGM in the following manner:
    1. via electronic means to the Company through the pre-registration website at https://conveneagm.sg/secura2022;
    2. by post lodged with the Company's registered office at 38 Alexandra Terrace, Singapore 119932; or
    3. by email to agm@securagroup.sg,

no later than 2.00 p.m. on 19 April 2023, being at least 7 calendar days after the publication of the Notice of AGM.

Shareholders may also submit their questions during the AGM via an online chat box.

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  1. during the AGM via an online chat box,

no later than 2.00 p.m. on 19 April 2023, being at least 7 calendar days after the publication of the Notice of AGM.

The Company will endeavour to address all substantial and relevant questions related to the Ordinary Resolutions to be tabled at the AGM for approval by publishing its responses to such questions on the Company's website at the URL https://www.securagroup.com.sg/and on SGXNET at the URL https://www.sgx.com/securities/company-announcementsby 2.00 p.m. on 21 April 2023. During the AGM itself, the Company will endeavour to address as many substantial and relevant questions related to the Ordinary Resolutions to be tabled at the AGM for approval, which are submitted after 2.00 p.m. on 19 April 2023 and have not already been addressed prior to the AGM, as well as those received "live" at the AGM itself. Where substantially similar questions are received, the Company will consolidate such questions and consequently not all questions may be individually addressed.

Shareholders will need to identify themselves when posing questions by email or by mail by providing the following details:

  • the Shareholder's full name (as per CDP/CPF/SRS/Scrip-based records);
  • the Shareholder's NRIC/Passport/UEN number;
  • the Shareholder's contact number and email address; and
  • the manner in which the Shareholder holds his/her/its shares in the Company (e.g. via CDP or CPF or SRS).

Please note that the Company will not be able to answer questions from persons who provide insufficient details to enable the Company to verify his/her/its Shareholder status.

The Company will, within 1 month after the date of the AGM, publish the minutes of the AGM on SGXNET and the Company's website, and the minutes will include the responses to the questions referred to above.

  1. Voting (in real time via electronic means (either personally or via appointment of proxy) or by the appointment of the Chairman of the AGM as proxy)

Shareholders who wish to vote at the AGM can either:

  1. pre-registeronline athttps://conveneagm.sg/secura2022by 2.00 p.m. on 24 April
    2023, being not less than 72 hours before the time appointed for holding the AGM to:
    1. attend and vote (in real time) at the AGM via electronic means; or
    2. appoint a proxy(ies) to attend and vote (in real time) at the AGM via electronic means on their behalf and provide the requisite details of the proxy(ies), or
  1. if they do not wish to attend or appoint a proxy(ies) to attend and vote (in real time) at the AGM, submit a proxy form to appoint the Chairman of the AGM to vote on their behalf.

For the avoidance of doubt, Shareholders who have pre-registered to appoint a proxy(ies) to attend and vote at the AGM via electronic means on their behalf must also submit a completed proxy form for the appointment of such proxy(ies). All proxy forms must be received by the Company by 2.00 p.m. on 24 April 2023, being not less than 72 hours before the time appointed for holding the AGM.

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Where a Shareholder has chosen to appoint a proxy(ies), the Shareholder should specifically direct the proxy(ies) on how he/she/it is to vote for or vote against (or abstain from voting on) the resolutions to be tabled at the AGM. If no specific direction as to voting is given, the proxy(ies) will vote or abstain from voting at his/her/its discretion. For the avoidance of doubt, pre-registration is not required if a Shareholder only intends to appoint the Chairman of the AGM as proxy and does not intend to attend the AGM.

To be valid, the instrument appointing a proxy or proxies together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power or authority, must be submitted to the Company in the following manner:

  1. if submitted personally or by post, be lodged at the Company's registered office at 38 Alexandra Terrace, Singapore 119932; or
  2. if submitted electronically, be received by the Company atagm@securagroup.sg or via the online process through the pre-registration website at https://conveneagm.sg/secura2022,

in either case, by 2.00 p.m. on 24 April 2023, being not less than 72 hours before the time appointed for holding the AGM.

Where a Shareholder (whether individual or corporate) appoints the Chairman of the AGM as his/her/its proxy, he/she/it must give specific instructions as to voting, or abstentions from voting, in respect of a resolution in the form of proxy, failing which the appointment of the Chairman of the AGM as proxy for that resolution will be treated as invalid.

Completion and return of the instrument appointing the Chairman of the AGM or an individual as proxy will not prevent a Shareholder from attending and voting via electronic means at the AGM if he/she/it subsequently wishes to do so, provided that in the event of such attendance by the Shareholder via electronic means, the relevant instrument submitted by the Shareholder shall be deemed to be revoked.

A Shareholder who wishes to submit the proxy form must first download, complete and sign the proxy form, before submitting it personally or by post to the address provided above, or before scanning and submitting it by email to the email address provided above or via the pre-registration website.

Shareholders are strongly encouraged to submit completed proxy forms electronically via email or via the pre-registration website.

  • Persons who hold their shares through relevant intermediaries as defined in Section 181 of the Companies Act 1967 (including CPF and SRS investors) and who wish to participate in the AGM by (a) observing and/or listening to the AGM proceedings via the

"live" audio-visual webcast or the "live" audio-only stream in the manner provided in paragraph 5(a) above; (b) submitting questions to the Chairman of the AGM in advance in the manner provided in paragraph 5(b) above or during the AGM via an online chat box; and/or (c) voting by appointing the Chairman of the AGM as proxy to attend, speak and vote on their behalf at the AGM and/or voting electronically during the AGM, should contact the relevant intermediary (which would include, in the case of CPF and SRS investors, their respective CPF Agent Banks or SRS Operators) through which they hold such shares as soon as possible in order to facilitate the necessary arrangements for them to participate in the AGM.

  • CPF and SRS investors who wish to appoint the Chairman of the AGM as proxy should approach their respective CPF Agent Banks or SRS Operators to submit their votes by 2.00 p.m. on 18 April 2023 in order to allow sufficient time for their relevant intermediaries to in turn submit a proxy form to appoint the Chairman of the AGM to vote on their behalf, being 7 working days before the time appointed for holding the AGM.

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6. KEY DATES/DEADLINES

In summary, the key dates/deadlines which Shareholders should take note of are set out in the table below:

Key dates/Deadlines

Actions

2.00 p.m. on 18 April 2023 (Tuesday)

Deadline for CPF and SRS investors who wish to

appoint the Chairman of the AGM as proxy to

approach their respective CPF Agent Banks or

SRS Operators to submit their votes.

2.00 p.m. on 19 April 2023 (Wednesday)

Deadline for Shareholders to submit questions in

advance.

2.00 p.m. on 21 April 2023 (Friday)

Company will endeavour to address all substantial

and

relevant

questions

received

from

Shareholders via SGXNET prior to the AGM.

[UOB: Company to confirm intention]

2.00 p.m. on 24 April 2023 (Monday)

Deadline for Shareholders to pre-register for "live"

audio-visual webcast or "live" audio-only stream of

the proceedings of the AGM.

Deadline for Shareholders to submit proxy forms.

2.00 p.m. on 26 April 2023 (Wednesday)

Authenticated Shareholders will receive the

confirmation email which will contain instructions,

as well as the link to access the "live" audio-visual

webcast and "live" audio-only stream of the

proceedings of the AGM.

Shareholders who registered by the Registration

Cut-Off Date but did not receive the confirmation

email by 2.00 p.m. on 26 April 2023 should

contact the Company at the following email

address: agm@securagroup.sg.

Date and time of AGM:

Click on the link in the confirmation email and enter

2.00 p.m. on 27 April 2023 (Thursday)

the password, if prompted, to access the "live"

audio-visual webcast of the proceedings of the

AGM; or the "live" audio-only stream of the

proceedings of the AGM.

7. FURTHER INFORMATION

For further information on the conduct of the AGM and the alternative arrangements, Shareholders can refer to the Company's website at the following URL https://www.securagroup.com.sg/news_type/financial-reports/.

Shareholders who wish to remotely observe the AGM proceedings are reminded that the AGM is private. The invitation to attend the AGM via audio-visual webcast and audio-only stream is not to be forwarded to anyone who is not a Shareholder or who is not authorised to attend the AGM.

RECORDING OF THE AGM PROCEEDINGS IS STRICTLY PROHIBITED.

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Disclaimer

Secura Group Ltd. published this content on 12 April 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 April 2023 06:45:05 UTC.