Sunright LimitedSGX: S71

Notice of 46th AGM

· Issued by Sunright Limited

SUNRIGHT LIMITED

Co. Reg. No. 197800523M

(Incorporated in the Republic of Singapore)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Forty-Sixth Annual General Meeting ("AGM") of Sunright Limited (the "Company"), will be held at Meeting Room 330, Level 3, Suntec Singapore International Convention & Exhibition Centre, 1 Raffles Boulevard, Suntec City, Singapore 039593, on Friday, 22 November 2024 at 10.00 a.m., for the following purposes: -

Ordinary Business

1.

To receive and adopt the Directors' Statement and Audited Financial Statements for the financial year ended 31 July 2024 and the Auditor's

Resolution 1

Report thereon.

2. To re-elect the following directors retiring by rotation under Article 87 of the Company's Constitution and who, being eligible, offer themselves for re-election.

(a)

Mr Kenneth Tan Teoh Khoon

Resolution 2

(b)

Ms Sandy Foo Fei Ying

Resolution 3

[See Explanatory Notes below]

3.

To elect Dr. Babak Alizadeh Taheri as Director.

Resolution 4

[See Explanatory Notes below]

4.

To approve the payment of Directors' fees of S$150,000 (2023: S$175,700), in respect of the financial year ended 31 July 2024.

Resolution 5

5.

To re-appoint Messrs Ernst & Young LLP as Auditor of the Company and to authorise the Directors to fix their remuneration.

Resolution 6

6. To transact any other business which may properly be transacted at an annual general meeting.

By Order of the Board

Adeline Lim Kim Swan

Company Secretary

25 October 2024

Explanatory Notes:

Resolution 2 - Mr Kenneth Tan Teoh Khoon, upon re-election as Director of the Company, will remain as a member of the Nominating Committee.

Resolution 3 - Ms Sandy Foo Fei Ying, upon re-election as Director of the Company, will remain as a member of the Audit and Risk Committee, Nominating Committee and Remuneration Committee. She is considered an Independent Non-Executive Director.

Resolution 4 - Dr. Babak Alizadeh Taheri, upon election as Director of the Company, is considered independent for the purposes of Rule 704(8) of the Listing Manual of SGX-ST. He will also be a member of the Audit and Risk Committee, Nominating Committee and Remuneration Committee.

Detailed information on Mr Kenneth Tan Teoh Khoon, Ms Sandy Foo Fei Ying and Dr. Babak Alizadeh Taheri who are proposed for re-election/election at the AGM can be found under "Board of Directors" and "Additional Information on Directors Seeking Re-Election/Election at the AGM" in the Company's Annual Report 2024.

Important Notes:

  1. Format of Meeting. The AGM will be held in a wholly physical format. Members and proxy(ies) have to attend the AGM in person as there will be no option to participate virtually.
  2. Notice of AGM and Proxy Form. Printed copies of this Notice of AGM and accompanying Proxy Form will not be sent to members. Instead, they will be published on and can be accessed at the Company's website, at the URL https://www.sunright.com/eng/investor_relations.htmand SGX website, at the URL https://www.sgx.com/securities/company-announcements.
  3. Submission of Substantial and Relevant Questions Relating to the Agenda of the AGM Members may submit the questions in advance of the AGM, in the following manner:
    1. by posting to Sunright Limited, c/o Complete Corporate Services Pte Ltd, 10 Anson Road, #29-07 International Plaza, Singapore 079903; or
    2. by email to sunright-agm@complete-corp.com,

in either case, by 10.00 a.m. on 2 November 2024.

When submitting questions by post or via email, please also provide your full name, NRIC (last 3 numerical digits and checksum)/Passport (last 4 numerical digits)/ Company Registration No., address and the manner in which you hold shares in the Company (e.g. via CDP, CPF or SRS).

The Company will endeavour to address the substantial and relevant questions and publish on its website, at the URL https://www.sunright.com/eng/investor_relations.htmand SGX website, at the URL https://www.sgx.com/securities/company-announcementsafter trading hours on 15 November 2024. If there are subsequent clarifications sought, or follow-up questions (which are related to the resolutions to be tabled for approval at the AGM) received after the cut-off time for the submission of questions which have not already been addressed prior to the AGM, these may be addressed at the AGM.

Where substantially similar questions are received, the Company will consolidate these questions. As such, not all questions will be addressed individually. Members, duly appointed proxy(ies) and corporate representatives can also ask the questions at the AGM itself.

  1. Voting. All the resolutions will be put to vote at the AGM (and at any adjournment thereof) by way of a poll.
  2. Appointment of Proxy(ies)
    1. A member is entitled to appoint proxy(ies) to attend, speak and vote at the AGM on his/her/its behalf. A proxy needs not be a member of the Company.
    2. A member (who is not a Relevant Intermediary) is entitled to appoint not more than two proxies. Where such member appoints more than one proxy, the proportion of the shareholding concerned to be represented by each proxy shall be specified in the Proxy Form.
      "Relevant Intermediary" has the meaning ascribed to it in Section 181 of the Singapore Companies Act 1967.
    3. A member who is a Relevant Intermediary, is entitled to appoint more than two proxies, but each proxy must be appointed to exercise the rights attached to a different share or shares held by such member. Where such member appoints more than two proxies, the number and class of shares in relation to which each proxy has been appointed shall be specified in the Proxy Form.
    4. Where a member appoints proxy(ies), he/she/it must give specific instructions as to voting, or abstentions from voting, in respect of a resolution in the Proxy Form, failing which the proxy(ies) may vote or abstain from voting at his/her/its discretion.
    5. A member can appoint the Chairman of the AGM as his/her/its proxy, but this is not mandatory.
    6. The Proxy Form must be duly completed, signed and submitted in the following manner:
      1. by posting to Sunright Limited, c/o Complete Corporate Services Pte Ltd, 10 Anson Road, #29-07 International Plaza, Singapore 079903; or
      2. by email to sunright-agm@complete-corp.com,

in either case, by 10.00 a.m. on 19 November 2024, being 72 hours before the time appointed for holding the AGM. The appointment of the proxy(ies) for the AGM will be deemed to be revoked if the member attends the AGM in person and in such event, the Company reserves the right to refuse to admit any person or persons appointed under the relevant Proxy Form, to the AGM.

    1. CPF/SRS investors who hold the Company's shares:
      1. may attend the AGM if they are appointed as proxies by their respective CPF Agent Banks/SRS Operators, and should contact their respective CPF Agent Banks/SRS Operators if they have any queries regarding their appointment as proxies; or
      2. may appoint the Chairman of the AGM as proxy to vote on their behalf at the AGM, in which case they should approach their CPF Agent Banks/SRS Operators to submit their votes by 5.00 p.m. on 12 November 2024.
  1. Any reference to a time of day is made by reference to Singapore time.
  2. Annual Report 2024. Printed copy will not be sent to members. Instead, it will be published on and can be accessed at the Company's website, at the URL https://www.sunright.com/eng/investor_relations.htmand SGX website, at the URL https://www.sgx.com/securities/company-announcements. Nonetheless, a limited number has been printed for shareholders.
    For members who still wish to receive a printed copy, he/she/it may submit his/her/its request by downloading the Request Form from the Company's website at the URL https://www.sunright.com/eng/investor_relations.htm. The duly completed Request Form must be submitted to and reach the Company no later than 5 November 2024.

Other Notes:

  1. Printed copies of the Annual Report 2024 may be collected at the AGM (subject to availability), on a first come, first served basis.
  2. The Company will record or take photograph during the AGM for its record archival and minutes purposes. By participating in the AGM, member(s), proxy(ies) and corporate representatives will be deemed to have consented to the Company's recording and/or taking photographs of him or her at the AGM.
  3. We seek your understanding that no refreshment will be served at the AGM.

Personal Data Privacy:

By submitting the Proxy Form appointing proxy(ies) and/or representative(s) to attend, speak and vote at the AGM and/or any adjournment thereof, a member of the Company accepts and agrees that all personal data provided to the Company is subject to its Privacy Policy, which is available at www.sunright.com.

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