DEFINING DESIGN
QUALITY
112
Notes:
(1)
Mr Soh Siak Poh Benedict’s, Mdm Png Geok Choo Rose’s, Ms Soh E-Ling Marianne’s, Mr Soh Hsien Wern
Gavin’s and Ms Jillian Soh E-Ping’s deemed interest refers to the 37,993,060 Shares held by Islanda Pte Ltd by
virtue of Section 7 of the Companies Act.
(2)
Mr Simon Ong Chin Sim’s, Mdm Vera Ong Lim Guek Noi’s and Ms Ong Mei Lin Elita’s deemed interest refers
to the 37,993,060 Shares held by O-Vest Pte Ltd by virtue of Section 7 of the Companies Act.
(3)
Mr Wong Ah Long’s deemed interest refers to the 36,000 Shares held by his spouse.
(4)
Delta Lloyd Asset Management N.V.’s deemed interest refers to the 11,632,000 Shares held by Delta Lloyd
Azië Deelnemingen Fonds N.V. (custodian being KAS Bank N.V.) and Delta Lloyd L Asian Participation Fund
(custodian being Banque de Luxembourg S.A.) by virtue of Section 7 of the Companies Act.
5.
DIRECTORS’ RECOMMENDATION
The Directors are eligible to participate in, and are therefore interested in, the Scheme. Accordingly, the Directors
have abstained from making any recommendation on the Proposed Awards to Mr. Benedict Soh, Mr. Simon Ong and
Mr. Roy Ong.
6.
SHAREHOLDERS WHO WILL ABSTAIN FROM VOTING
All Shareholders who are eligible to participate in the Scheme (including Mr. Benedict Soh, Mr. Simon Ong and Mr.
Roy Ong) shall abstain, and ensure that their respective Associates abstain, from voting on the resolution pertaining
to the Proposed Awards at the 2015 AGM, and will not accept nominations to act as proxy unless the Shareholder
concerned has provided specific instructions as to voting.
7.
ACTION TO BE TAKEN BY SHAREHOLDERS
Shareholders who are unable to attend the 2015 AGM and wish to appoint a proxy or proxies to attend and vote
on their behalf should complete, sign and return the proxy form which is attached to the notice of the 2015 AGM
in accordance with the instructions printed thereon as soon as possible and, in any event, so as to arrive at the
registered office of the Company at 3 Changi South Lane, Kingsmen Creative Centre, Singapore 486118, not less than
48 hours before the time fixed for the holding of the 2015 AGM. The completion and return of the proxy form by a
Shareholder will not preclude him from attending the 2015 AGM and voting in person if he so wishes.
A Depositor shall not be regarded as a member of the Company entitled to attend the 2015 AGM and to speak and
vote thereat unless his name appears on the Depository Register at least 48 hours before the 2015 AGM.
8.
DIRECTORS’ RESPONSIBILITY STATEMENT
The Directors collectively and individually accept full responsibility for the accuracy of the information given in
this Circular and confirm after making all reasonable enquiries, that to the best of their knowledge and belief, this
Circular constitutes full and true disclosure of all material facts about the Proposed Awards, the Company and its
subsidiaries, and the Directors are not aware of any facts the omission of which would make any statement in this
Circular misleading. Where information in this Circular has been extracted from published or otherwise publicly
available sources or obtained from a named source, the sole responsibility of the Directors has been to ensure that
such information has been accurately and correctly extracted from those sources and/or reproduced in the Circular
in its proper form and context.
9.
DOCUMENTS AVAILABLE FOR INSPECTION
Copies of the following documents are available for inspection at the registered office of the Company at 3 Changi
South Lane, Kingsmen Creative Centre, Singapore 486118, during normal business hours from the date of this Circular
up to and including the date of the 2015 AGM:
(a)
the Annual Report; and
(b)
the Memorandum and Articles of Association of the Company.
Yours faithfully
For and on behalf of the Board of
Kingsmen Creatives Ltd.
Soh Siak Poh Benedict
Executive Chairman
Letter To Shareholders
