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DYNA-MAC HOLDINGS LTD.

2016 ANNUAL REPORT

117

Performance At A Glance

Year in Review

Financial Report

Corporate Governance and Transparency

Sustainable Growth

NOTICE OF THE

ANNUAL GENERAL MEETING

(2) the General Limit and the Additional Limit shall not, in aggregate, exceed 100 per

centum (100%) of the total number of issued shares (excluding treasury shares) in

the capital of the Company (as calculated in accordance with sub-paragraph (4)

below);

(3) no shares shall be issued pursuant to this Resolution after 31 December 2018,

if on that date the aggregate number of shares (including shares to be issued

in pursuance of the Instruments, made or granted pursuant to this Resolution)

exceeds 50 per centum (50%) of the total number of issued shares (excluding

treasury shares) in the capital of the Company (as calculated in accordance with

sub-paragraph (4) below);

(4) (subject to such calculation as may be prescribed by the SGX-ST for the purpose

of determining the aggregate number of shares that may be issued under

sub-paragraph (1)(A) and (1)(B) above, the total number of issued shares (excluding

treasury shares) shall be based on the total number of issued shares (excluding

treasury shares) in the capital of the Company at the time of the passing of this

Resolution, after adjusting for:

(a) new shares arising from the conversion or exercise of any convertible

securities;

(b) new shares arising from exercising share options or vesting of share awards

which are outstanding or subsisting at the time of the passing of this

Resolution; and

(c) any subsequent bonus issue, consolidation or subdivision of shares;

(5) in exercising the authority conferred by this Resolution, the Company shall comply

with the provisions of the Listing Manual of the SGX-ST for the time being in force

(unless such compliance has been waived by the SGX-ST) and the Constitution of

the Company; and

(6) unless revoked or varied by the Company in a general meeting, such authority shall

continue in force until the conclusion of the next Annual General Meeting of the

Company or the date by which the next Annual General Meeting of the Company

is required by law to be held, whichever is earlier.

7.

Renewal of the mandate for Interested Person Transactions

(Resolution 7)

That:–

1.

approval be and is hereby given for the purposes of Chapter 9 of the Listing

Manual of the Singapore Exchange Securities Trading Limited, for the Company,

its subsidiaries, its target associated companies and corporations which become

the Company’s subsidiaries or target associated companies (the “Group”) or any

of them to enter into any of the transactions falling within the types of Interested

Person Transactions as described in the Appendix with any party who is of the class

of Interested Persons as described in the Appendix provided that such transactions

are made on an arm’s length basis and on normal commercial terms and in

accordance with the review procedures for such Interested Person Transactions as

set out in the Appendix (the “Shareholders’ Mandate”);

2.

the approval given for the Shareholders’ Mandate shall, unless revoked or varied

by the Company in general meeting, continue in force until the conclusion of the

next annual general meeting of the Company; and

3.

the Directors of the Company be and are hereby authorised to complete and do all

such acts and things (including executing all such documents as may be required)

as they may consider expedient or necessary or in the interests of the Company to

give effect to the Shareholders’ Mandate and/or this Resolution.