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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.
4.2 Proposed Adoption of New Constitution
The Proposed Adoption of New Constitution is primarily for the purposes of streamlining
the Company’s existing Constitution to be in line with the CA 2016 and the updated
provisions of the Listing Requirements and the prevailing statutory and regulatory
requirements applicable to the Company, as well as to update the existing Constitution,
where relevant, to render consistency throughout in order to facilitate and further enhance
administrative efficiency.
5. EFFECTS OF THE PROPOSALS
The Proposals 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.
6. APPROVAL REQUIRED
The Proposals are subject to the approval of the Company’s shareholders to be obtained
at the 54
th
AGM to be convened.
7. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTERESTS
7.1 Proposed Shareholders’ Mandate
Interested Directors
Mr Hans Essaadi, Mr Choo Tay Sian (Kenneth), Mr Yong Weng Hong and Ms Lim Rern Ming
(Geraldine) are deemed interested in the Proposed Shareholders’ Mandate as they are the
Board representatives of GAPL, a Major Shareholder of the Company as of 22 March 2018.
None of these Directors hold any share directly in the Company as of 22 March 2018.
They have abstained and will continue to abstain from all deliberations on the Proposed
Shareholders’ Mandate at all Board meetings. They will also abstain from voting in respect
of their direct and indirect interests in relation to the Proposed Shareholders’ Mandate at
the 54
th
AGM in the event they are also shareholders of the Company subsequent to 22
March 2018.
Interested Major Shareholders
The direct and indirect shareholdings of the interested Major Shareholder and its persons
connected in the Company as at 22 March 2018 are as follows:
Major Shareholders
No of stock units held
Direct
%
Indirect
%
GAPL
154,069,900 51
-
-
HAPPL
-
-
154,069,900
(1)
51
API
-
-
154,069,900
(2)
51
Heineken International
-
-
154,069,900
(3)
51
Heineken
-
-
154,069,900
(4)
51
Notes:
(1) Deemed interested through in GAPL
(2) Deemed interested through HAPPL
(3) Deemed interested through API
(4)
Deemed interested through Heineken International