HUTCHISON PORT HOLDINGS TRUST
(A business trust constituted on 25 February 2011 under the laws of the Republic of Singapore)
(Registration No.: 2011001)
NOTICE IS HEREBY GIVEN
that the Annual General Meeting of the unitholders of Hutchison Port Holdings Trust (“
HPH Trust
” and
unitholders of HPH Trust, “
Unitholders
”) will be held at Suntec Singapore International Convention & Exhibition Centre, Summit 2 Meeting
Room, Level 3, 1 Ra¶es Boulevard, Suntec City, Singapore 039593 on Monday, 18 April 2016 at 11:00 a.m. for the following purposes:
ORDINARY BUSINESS:
1.
To receive and adopt the Report of the Trustee-Manager, Statement by the Trustee-Manager and the audited financial
statements of HPH Trust for the year ended 31 December 2015 together with the Independent Auditor’s Report thereon.
(Resolution 1)
2.
To re-appoint PricewaterhouseCoopers LLP as the Auditor of HPH Trust and to authorise the Directors of the Trustee-Manager
to fix its remuneration.
(Resolution 2)
SPECIAL BUSINESS:
To consider and if thought fit, to pass the following resolution as an Ordinary Resolution, with or without any modifications:
3.
General mandate to issue units in HPH Trust (“
Units
”)
That pursuant to Clause 6.1.1 of the deed of trust dated 25 February 2011 and the first supplemental deed dated 28 April
2014 (collectively, “
Trust Deed
”), Section 36 of the Business Trusts Act, Chapter 31A of Singapore (“
BTA
”), and Rule 806 of the
Listing Manual of Singapore Exchange Securities Trading Limited (“
SGX-ST
”), the Trustee-Manager, on behalf of HPH Trust,
be authorised and empowered to:
(a) (i) issue Units, whether by way of rights, bonus or otherwise; and/or
(ii) make or grant o
ers, agreements or options (collectively, “Instruments”) that might or would require Units to
be issued, including but not limited to the creation and issue of (as well as adjustments to) securities,
warrants, debentures or other instruments convertible into Units,
at any time and upon such terms and conditions whether for cash or otherwise and for such purposes and to such
persons as the Trustee-Manager may in its absolute discretion deem fit; and
(b) (notwithstanding that the authority conferred by this Resolution may have ceased to be in force) issue Units pursuant to
any Instrument made or granted by the Trustee-Manager while this Resolution was in force,
provided that:
(1) the aggregate number of Units to be issued pursuant to this Resolution (including Units to be issued pursuant to the
Instruments, made or granted pursuant to this Resolution) shall not exceed fifty per centum (50.0%) of the total number
of issued Units (excluding treasury Units, if any) (as calculated in accordance with sub-paragraph (2) below), of which
the aggregate number of Units to be issued other than on a pro-rata basis to existing Unitholders shall not exceed twenty
per centum (20.0%) of the total number of issued Units (excluding treasury Units, if any) (as calculated in accordance with
sub-paragraph (2) below);
(2) (subject to such calculation as may be prescribed by SGX-ST) for the purpose of determining the aggregate number of
Units that may be issued under sub-paragraph (1) above, the percentage of issued Units shall be based on the number
of issued Units (excluding treasury Units, if any) at the time of the passing of this Resolution, after adjusting for:
(a) new Units arising from the conversion or exercise of the Instruments; and
(b) any subsequent bonus issue, consolidation or subdivision of Units;
(3) in exercising the authority conferred by this Resolution, the Trustee-Manager shall comply with the provisions of the
Listing Manual of SGX-ST for the time being in force (unless such compliance has been waived by SGX-ST), the Trust
Deed and the BTA; and
Notice of Annual
General Meeting
121
ANNUAL REPORT 2015
HUTCHISON PORT HOLDINGS TRUST