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3. RATIONALE AND BENEFITS OF THE PROPOSED SHAREHOLDERS’ MANDATE
The Related Party Transactions entered or to be entered into by the Group are all in the ordinary course of business. They are recurring
transactions of a revenue or trading nature which are likely to occur with some degree of frequency and could arise at any time and from time
to time. These transactions may be constrained by the time-sensitive nature and confidentiality of such transactions, and it may be impractical
to seek Shareholders’ approval on a case-by-case basis before entering into such Related Party Transactions. As such, the Board is seeking a
Shareholders’ mandate pursuant to Chapter 10, Paragraph 10.09 of the Listing Requirements to allow the Group to enter into Recurrent Related
Party Transactions described in Section 2.3 above.
The Recurrent Related Party Transaction, as outlined in Section 2.3 above, are made on arm’s length basis and on normal commercial terms
not more favourable to the related parties than those generally available to the public and are not detrimental to the minority Shareholders of
the Company and which are not prejudicial to the interest of the Shareholders.
By obtaining the Proposed Shareholders’ Mandate and the renewal of the same on an annual basis, the necessity to convene separate general
meetings from time to time to seek Shareholders’ approval as and when such Recurrent Related Party Transactions occur would not arise.
This would substantially reduce administrative time, inconvenience and expenses associated with the convening of such meetings, without
compromising the corporate objectives of the Group or adversely affecting the business opportunities available to the Group.
The Recurrent Related Party Transactions are intended to meet the business requirements of the Group at the best possible terms as well as
to explore beneficial business opportunities. These transactions allow the Group to be more competitive in the beer and stout industry through
synergies derived from the concentration by each party on its respective strengths, specialities and competencies.
4. EFFECTS OF THE PROPOSED SHAREHOLDERS’ MANDATE
The Proposed Shareholders’ Mandate will not have any impact on the share capital and Major Shareholders’ shareholdings of the Company
and will not have any significant impact on the net assets and earnings of the Group.
5. APPROVAL REQUIRED
The Proposed Shareholders’ Mandate is subject to the approval of the Shareholders of the Company to be obtained at the forthcoming 46th AGM
to be convened.