ZECO SYSTEMS PTE. LTD.
(Incorporated in the Republic of Singapore)
(Company Reg No: 200818332Z)
(the “Company”)
NOTICE OF EXTRAORDINARY GENERAL MEETING
IN RESPECT OF THE PROPOSED ISSUANCE OF SHARES IN THE COMPANY
pursuant to the
COVID-19 (Temporary Measures) (Alternative Arrangement for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order (“Order”)
NOTICE IS HEREBY GIVEN, pursuant to the Order, that an Extraordinary General Meeting of the Company will be held through electronic means at:
Online link : https://greenlots.zoom.us/j/4452252476
(Please see next page for further instructions on accessing the meeting at the online link.)
Date and Time : 8th Feb, 6 – 7pm PT (9th Feb, 10am SGT) (Singapore Time)
Notice of the meeting has also been published on the website of the Company at [insert website link].
The background and agenda of this Extraordinary General Meeting is set out below.
BACKGROUND
The Company requires further funding and the Company intends to obtain such funding by way of a capital injection.
The Company intends to allot and issue to Zeco Holdings Inc (Company Registration Number: [ ]), a limited liability company formed under the laws of [ ], (“Subscriber”), and the Subscriber intends to subscribe for the Subscription Shares (as defined below) in the capital of the Company which shall be credited as fully paid as follows (the “Proposed Issuance”):
Name of Subscriber | Number of Ordinary Shares to be Allotted and Issued | Subscription Consideration (SGD) |
| Zeco Holdings Inc |
This Extraordinary General Meeting is being convened for the purpose of seeking shareholder’s approval for the Proposed Issuance pursuant to Section 161 of the Companies Act.
AGENDA
As Ordinary Business
To resolve as an ordinary resolution that [number] Ordinary Shares of the Company be hereby allotted and issued to Zeco Holdings Inc in accordance with the provisions of the constitution of the Company and Section 161 of the Companies Act.
Pursuant to the Order, the Company has decided that voting shall only be done by way of appointing the chairman of the meeting as proxy, and proxy forms should be submitted to the Company by post or by electronic mail (with the Company’s attorneys and the Company secretary copied, if sent via email) (see Notes below).
If you have any substantial and relevant matters to be raised at the meeting in respect of the above agenda, please email the chairman of the meeting, Siew Tuck Sing, Terence, at terence@greenlots.com and the attorneys of the Company, Duane Morris & Selvam LLP at dboo@duanemorrisselvam.com. The cut-off time within which such questions must be submitted shall be 48 hours before the time appointed for holding the meeting. The board of directors and/or management will address all substantial and relevant matters prior to or at the meeting.
Yours faithfully,
_____________________
Siew Tuck Sing, Terence
Director
8th Feb, 6 – 7pm PT (9th Feb, 10am SGT)
Notes:
- Pursuant to the Order, a company may choose to provide for a member to appoint the chairman of the meeting as the member’s proxy to vote at the meeting.
- The chairman of the meeting, pursuant to Article 60 of the Constitution of the Company shall be the chairman of the board of directors (which is, as of the date of this notice, Siew Tuck Sing, Terence), or if he is not present within fifteen minutes after the time appointed for the holding of the meeting or is unwilling to act, to be elected from one of the members present at the meeting.
- 2The duly executed instrument appointing the chairman as a proxy must be (i) left at 1 Commonwealth Lane, #09-30, One Commonwealth, Singapore 149544, and/or (ii) submitted by email to the chairman of the meeting, Siew Tuck Sing, Terence, at terence@greenlots.com, the attorneys of the Company, Duane Morris & Selvam LLP at dboo@duanemorrisselvam.com, as well as the Company secretary, Tricor Evatthouse Corporate Services at Sim.Ving.Lim@sg.tricorglobal.com and Chris.Cheng@sg.tricorglobal.com not less than 48 hours before the time appointed for holding the meeting.
- This instrument appointing a proxy must be signed by the appointer or his attorney duly authorized in writing or, if the appointer is a corporation, either under seal or under the hand of an officer or attorney duly authorized. Digital signatures will be accepted.
Further instructions on accessing the meeting:
Join Zoom Meeting
https://greenlots.zoom.us/j/4452252476
Meeting ID: 445 225 2476
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Meeting ID: 445 225 2476
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