不知道SGX上面有没有，broker发给我的，今天下午开会。然后去网上查查，大家说说这样会不会让YZJ涨点？

YANGZIJIANG SHIPBUILDING (HOLDINGS) LTD.
(Incorporated in the Republic of Singapore)
(Company Registration No. 200517636Z)

NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that an Extraordinary General Meeting of the Company will be held at Meeting Room
202, Level 2, Suntec Singapore International Convention and Exhibition Centre, 1 Raffles Boulevard, Suntec City,
Singapore 039593, on 25 April 2008 at 4.00 p.m. (or as soon as practicable immediately following the conclusion
or adjournment of the Annual General Meeting to be held at 2.00 p.m. on the same day and at the same place) for
the purpose of considering and, if thought fit, passing, with or without modifications, the following Ordinary
Resolution.
ORDINARY RESOLUTION
THE PROPOSED SHARE PURCHASE MANDATE
THAT:
1. for the purposes of the Companies Act, Chapter 50 of Singapore (the “Companies Act”), the exercise by the
directors of the Company (the “Directors”) of all the powers of the Company to purchase or otherwise
acquire issued ordinary shares of the Company (“Shares”) not exceeding in aggregate the Maximum Limit
(as hereafter defined), at such price(s) as may be determined by the Directors from time to time up to the
Maximum Price (as hereafter defined), whether by way of:
(i) market purchase(s) (“Market Purchase”), transacted on the Singapore Exchange Securities Trading
Limited (“SGX-ST”) through the ready market, through one or more duly licensed stock brokers
appointed by the Company for the purpose; and/or
(ii) off-market purchase(s) (“Off-Market Purchase”) effected pursuant to an equal access scheme, as may
be determined or formulated by the Directors as they consider fit, which scheme(s) shall satisfy all
conditions prescribed by the Companies Act;
and otherwise in accordance with all other laws and regulations, including but not limited to, the provisions of
the Companies Act and listing rules of the SGX-ST as may for the time being be applicable, be and is hereby
authorised and approved generally and unconditionally (the “Share Purchase Mandate”);
2. unless varied or revoked by the members of the Company in a general meeting, the authority conferred on
the Directors pursuant to the Share Purchase Mandate may be exercised by the Directors at any time and
from time to time during the period commencing from the date of the passing of this Ordinary Resolution and
expiring on:
(i) the date on which the next annual general meeting of the Company (“AGM”) is held or required by law to
be held; or
(ii) the date on which the purchases or acquisitions of Shares by the Company pursuant to the Share
Purchase Mandate are carried out to the full extent mandated,
whichever is the earlier;
3. in this Ordinary Resolution:
“Maximum Limit” means that number of issued Shares representing 10% of the total number of issued
Shares as at the date of the passing of this Ordinary Resolution unless the Company has effected a
reduction of the total number of issued Shares in accordance with the applicable provisions of the Companies
Act, at any time during the Relevant Period, in which event the issued Shares shall be taken to be the amount
of the issued Shares as altered (excluding any treasury shares that may be held by the Company from time
to time);
“Relevant Period” means the period commencing from the date on which the last AGM was held and
expiring on the date the next AGM is held or is required by law to be held, whichever is the earlier, after the
date of this Ordinary Resolution; and
“Maximum Price”, in relation to a Share to be purchased or acquired, means the purchase price (excluding
brokerage, stamp duties, commission, applicable goods and services tax and other related expenses) which
shall not exceed:
(i) in the case of a Market Purchase, 105% of the Average Closing Price (hereinafter defined); and
(ii) in the case of an Off-Market Purchase pursuant to an equal access scheme, 120% of the Average
Closing Price,
where:
“Average Closing Price” means the average of the closing market prices of a Share for the five consecutive
Market Days (a “Market Day” being a day on which the SGX-ST is open for trading in securities) on which
the Shares are transacted on the SGX-ST immediately preceding the date of the Market Purchase by the
Company or, as the case may be, the date of the making of the offer pursuant to the Off-Market Purchase,
and deemed to be adjusted in accordance with the Listing Rules for any corporate action which occurs after
the relevant five-day period; and
4. the Directors and/or any of them be and are hereby authorised to complete and do all such acts and things
(including executing such documents as may be required) as they and/or he may consider necessary,
expedient, incidental or in the interests of the Company to give effect to the transactions contemplated and/or
authorised by this Ordinary Resolution.
By Order of the Board
Marian Ho Wui Mee/Chew Bee Leng
Joint Company Secretaries
9 April 2008
Notes:
1. A member of the Company entitled to attend and vote at the above-mentioned meeting is entitled to appoint a
proxy to attend and vote in his stead. Where a member appoints more than one proxy, he shall specify the
proportion of his shareholdings to be represented by each proxy. A proxy need not be a member of the Company.
Please note that as the Relevant Shareholders (as defined in the Circular to Shareholders dated 9 April 2008) and
their concert parties shall abstain from voting on the proposed resolution relating to the Share Purchase Mandate
and shall not accept nomination as proxies or otherwise for voting on the proposed resolution relating to the Share
Purchase Mandate, members are advised not to appoint any of them as their proxy.
2. The instrument appointing the proxy must be deposited at the registered office of the Company at 80 Raffles
Place, #32-01, UOB Plaza 1, Singapore 048624, not less that 48 hours before the time set for holding the
meeting.