SGX Announcement: REPL: Annual General Meeting- Minutes of Annual General Meeting

MEWAH INTERNATIONAL INC.

(Registration No. CR-166055)

(Cayman Islands Company)

(the "Company")

MINUTES OF ANNUAL GENERAL MEETING

1. INTRODUCTION & QUORUM

Ms Michelle Cheo Hui Ning, the Executive Director and Chief Executive Officer of the Company, was appointed as the Chairman of the Meeting as requested by Dr Cheo Tong Choon @ Lee Tong Choon and agreed by the Board of Directors. She welcomed the shareholders and all those who were present at the Company's Annual General Meeting ("AGM" or "Meeting").

The Chairman of the Meeting sincerely regretted that the Board of Directors was not able to meet the shareholders in person again this year because of the on-going global pandemic. She added that pursuant to the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 (the "Alternative Arrangements Order") and in order to protect the health of all participants, the AGM of the Company had to be conducted via live webcast. Members of the Board of Directors and other panelists were therefore linked virtually from their respective locations.

MEWAH INTERNATIONAL INC.

- Minutes of the Annual General Meeting held on 28 April 2021 - Page 2 of 11

Pursuant to the Alternative Arrangements Order, the share registrar of the Company had verified that at least 2 shareholders of the Company had attended the Meeting via live webcast. As a quorum of at least 2 shareholders were electronically present at the Meeting, the Chairman of the Meeting declared the Meeting open and introduced the Directors, senior executives and auditors present.

1. NOTICE OF MEETING
   The Notice of AGM and proxy form had earlier been made available on the Company's corporate website and SGXNET. Printed copies of these documents had also been sent to shareholders.
   The Notice of the AGM was taken as read.
2. VOTING BY WAY OF A POLL
   The Chairman of the Meeting informed the Meeting that, in accordance with the Alternative Arrangements Orders on the conduct of general meetings, she has been appointed as proxy for a number of shareholders and will vote in accordance with the instructions of these shareholders. All resolutions at the Meeting would be voted by way of poll, which complies with the requirement of the listing manual of Singapore Exchange Securities Trading Limited that all listed companies would have to conduct voting by poll for all general meetings.
   Boardroom Corporate and Advisory Services Pte Ltd and DrewCorp Services Pte. Ltd. were appointed as Polling Agent and Scrutineer respectively for the purposes of the poll. They had checked the validity of the proxy forms received within the stipulated deadline and prepared a report on the poll results which will be announced after each motion has been formally proposed at the Meeting.
   The Chairman of the Meeting then proceeded with the agenda of the Meeting.
   ORDINARY BUSINESS
3. RESOLUTION 1:
   DIRECTORS' STATEMENT AND AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2020
   The first item on the agenda was to receive and adopt the Directors' Statement and the Audited Financial Statements of the Company for the financial year ended 31 December 2020 ("FY2020") together with the Auditors' Report thereon.
   Upon the Chairman's invitation, Mr Rajesh Shroff, the Chief Financial Officer of the Company, briefed highlights of the Group's performance in FY 2020 and COVID-19 related updates.
   The Chairman of the Meeting informed the shareholders that by way of an announcement released to the Singapore Exchange Securities via SGXNET and published on the Company's corporate website on 27 April 2021, the Company had addressed all the questions submitted by shareholders via emails as of 10.30 a.m. on 22 April 2021. She then thanked the shareholders for raising the questions. A copy of the Q&A Summary is annexed to these minutes as Appendix I.

MEWAH INTERNATIONAL INC.

- Minutes of the Annual General Meeting held on 28 April 2021 - Page 3 of 11

Following the proposal of the motion for Resolution 1 by the Chairman of the Meeting, the following results were verified by the Scrutineer:

Based on the results of the poll, the Chairman of the Meeting declared Resolution 1 duly carried and it WAS RESOLVED:

"THAT the Audited Financial Statements of the Company for the financial year ended 31 December 2020, together with the Directors' Statement and the Auditors' Report thereon, be hereby received and adopted."

5. RESOLUTION 2:

FINAL DIVIDEND OF S$0.0060 PER ORDINARY SHARE FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2020

The second item on the agenda was to approve the payment of a tax exempt one-tier final dividend of S$0.0060 per ordinary share for FY2020.

Following the proposal of the motion for Resolution 2 by the Chairman of the Meeting, the following results were verified by the Scrutineer:

Based on the results of the poll, the Chairman of the Meeting declared Resolution 2 duly carried and it WAS RESOLVED:

"THAT the payment of a tax exempt one-tier final dividend of S$0.0060 per ordinary share for the financial year ended 31 December 2020, be hereby approved."

6. RESOLUTIONS 3 TO 5: RE-ELECTION OF DIRECTORS

The Meeting noted that Dr Cheo Tong Choon @ Lee Tong Choon, Mr Robert Loke Tan Cheng and Tan Sri Datuk Dr Ong Soon Hock were the Directors retiring pursuant to Article 86(1) of the Company's Memorandum and Articles of Association and Tan Sri Dato' A Ghani Bin Othman was the Director retiring pursuant to Article 85(6) of the Company's Memorandum and Articles of Association. These directors, save for Tan Sri Datuk Dr Ong, had signified their consents to continue in office.

MEWAH INTERNATIONAL INC.

• Minutes of the Annual General Meeting held on 28 April 2021 - Page 4 of 11
  6.1 RESOLUTION 3:
  RE-ELECTION OF DR CHEO TONG CHOON @ LEE TONG CHOON AS A DIRECTOR
  Resolution 3 was to re-elect Dr Cheo Tong Choon @ Lee Tong Choon as a Director of the Company.
  It was noted that Dr Cheo Tong Choon @ Lee Tong Choon, upon re-election, will remain as the Chairman of the Board, an Executive Director and a Member of the Nominating Committee.
  Following the proposal of the motion for Resolution 3 by the Chairman of the Meeting, the following results were verified by the Scrutineer:

Based on the results of the poll, the Chairman of the Meeting declared Resolution 3 duly carried and it WAS RESOLVED:

"THAT Dr Cheo Tong Choon @ Lee Tong Choon be re-elected as a Director of the Company".

6.2 RESOLUTION 4:

RE-ELECTION OF MR ROBERT LOKE TAN CHENG AS A DIRECTOR

Resolution 4 was to re-elect Mr Robert Loke Tan Cheng as a Director of the Company.

It was noted that Mr Robert Loke Tan Cheng, upon re-election, will remain as an Independent Director of the Company, the Chairman of the Audit Committee and Members of the Remuneration and Nominating Committees. He would be considered independent for the purposes of Rule 704(8) of the Listing Manual.

Following the proposal of the motion for Resolution 4 by the Chairman of the Meeting, the following results were verified by the Scrutineer:

Based on the results of the poll, the Chairman of the Meeting declared Resolution 4 duly carried and it WAS RESOLVED:

"THAT Mr Robert Loke Tan Cheng be re-elected as a Director of the Company".

6.3 RESOLUTION 5:

RE-ELECTION OF TAN SRI DATO' A GHANI BIN OTHMAN AS A DIRECTOR

Resolution 5 was to re-elect Tan Sri Dato' A Ghani Bin Othman as a Director of the Company.

MEWAH INTERNATIONAL INC.

- Minutes of the Annual General Meeting held on 28 April 2021 - Page 5 of 11

It was noted that Tan Sri Dato' A Ghani Bin Othman, upon re-election, will remain as an Independent Director of the Company and as Members of the Audit Committee and Remuneration Committee of the Company. He would be considered independent for the purposes of Rule 704(8) of the Listing Manual.

Following the proposal of the motion for Resolution 5 by the Chairman of the Meeting, the following results were verified by the Scrutineer:

Based on the results of the poll, the Chairman of the Meeting declared Resolution 5 duly carried and it WAS RESOLVED:

"THAT Tan Sri Dato' A Ghani Bin Othman be re-elected as a Director of the Company".

1. RETIREMENT OF TAN SRI DATUK DR ONG SOON HOCK
   The next item was to note Tan Sri Datuk Dr Ong Soon Hock's retirement pursuant to Article 86 of the Company's Memorandum and Article of Association. Tan Sri Datuk Dr Ong Soon Hock has informed the Board that he will not seek re-election at this meeting.
   Accordingly, Tan Sri Datuk Dr Ong Soon Hock retired as an Independent Director and Members of the Audit Committee, Nominating Committee and Remuneration Committee of the Company at the conclusion of the Meeting.
   The Board thanked Tan Sri Datuk Dr Ong Soon Hock for his past invaluable contributions to the Company and wished him all the best in his future endeavours.
2. RESOLUTION 6:
   DIRECTORS' FEES FOR THE FINANCIAL YEAR ENDING 31 DECEMBER 2021

Resolution 6 on the agenda was to approve the payment of Directors' fees for the financial year ending 31 December 2021 ("FY2021"). The Board had recommended a sum of S$250, 615.38 as Directors' fees for FY2021, payable quarterly in arrears.

Following the proposal of the motion for Resolution 6 by the Chairman of the Meeting, the following results were verified by the Scrutineer:

Based on the results of the poll, the Chairman of the Meeting declared Resolution 6 duly carried and it WAS RESOLVED:

"THAT the Directors' fees amounting to S$250,615.38 for the financial year ending 31 December 2021 be approved and that such fees be paid quarterly in arrears."

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