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NOTICE ISHEREBYGIVEN that the 44th Annual General Meeting of Hotel Royal Limited will be held at the Hotel Royal,
36 Newton Road, Royal Room 1, Level 3, Singapore 307964 on 27 April 2013 at 2.30 p.m. for the following purposes:-
Ordinary Business
1. To receive and adopt the Directors’Report andAudited Financial Statements for the Ànancial year ended 31 December
2012 together with the Auditors’ Report thereon. (Resolution 1)
2. To declare a First and Final Dividend of 5 cents per ordinary share one-tier tax exempt for the Ànancial year ended
31 December 2012. (Resolution 2)
3. To approve the sum of S$167,000.00 as Directors’ Fees for the Ànancial year ended 31 December 2012.
(FY2011: S$147,000.00) (Resolution 3)
4. To re-elect Mr Lee Khin Tien who is retiring in accordance withArticle 117 of the Company’sArticles ofAssociation,
as Director of the Company. (Resolution 4)
(Note: Mr Lee Khin Tien will, upon re-election as Director of the Company, remain as a member of the Audit
Committee, Remuneration Committee and Nominating Committee).
5. To re-appoint COL (Ret) Rodney How Seen Shing as Director who will retire and seek re-appointment under Section
153(6) of the Companies Act, Cap. 50, to hold ofÀce from the date of this Annual General Meeting until the next
Annual General Meeting of the Company. (Resolution 5)
(Note: COL (Ret) Rodney How Seen Shing will, upon re-election as Director of the Company, remain as the Chairman
of the Audit Committee and a member of the Remuneration Committee and Nominating Committee and will be
considered independent).
6. To re-appoint Mr Ng Kok Lip as Director who will retire and seek re-appointment under Section 153(6) of the
Companies Act, Cap. 50, to hold ofÀce from the date of this Annual General Meeting until the next Annual General
Meeting of the Company. (Resolution 6)
(Note: Mr Ng Kok Lip will, upon re-election as Director of the Company, remain as the Chairman of the
Nominating Committee and a member of theAudit Committee and Remuneration Committee and will be considered
independent).
7. To re-appoint Deloitte & Touche LLP as Auditors of the Company and to authorise the Directors to Àx their
remuneration. (Resolution 7)
Special Business
To consider and, if thought Àt, to pass the following resolutions, with or without amendments, as Ordinary Resolutions:-
8. Authority to issue shares
“That pursuant to Section 161 of the Companies Act, Chapter 50 (the “Act”), the Articles of Association and the
listing rules of the Singapore Exchange Securities Trading Limited (“SGX-ST”), authority be and is hereby given
to the Directors of the Company to:-
(a) (i) allot and issue shares in the capital of the Company (the “Shares”) (whether by way of rights, bonus or
otherwise); and/or
(ii) make or grant offers, agreements, or options (collectively, “Instruments”) that might or would require
Shares to be issued, including but not limited to the creation and issue of warrants, debentures or other
instruments convertible into Shares,
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NOTICE OF ANNUAL GENERAL MEETING