NOTICE IS HEREBY GIVEN that the 6th Annual General Meeting of Cambridge Industrial Trust (“
CIT
”) will be held at
NTUC Auditorium, Level 7, NTUC Centre, One Marina Boulevard, Singapore 018989 on 24 April 2015 at 10.00 a.m. for
the purpose of considering and, if thought fit, passing, with or without modifications, the following resolutions:
AS ORDINARY BUSINESS
1.
Ordinary Resolution
To receive and to adopt the statement by the Manager and the audited financial statements of CIT for the
financial year ended 31 December 2014.
2.
Ordinary Resolution
To re-appoint KPMG LLP as Auditors of CIT to hold office until the conclusion of the next Annual General
Meeting and to authorise the Directors of Cambridge Industrial Trust Management Limited, as manager of CIT
(the “
Manager
”), to fix their remuneration.
SPECIAL BUSINESS
To consider and, if thought fit, to pass the following Resolutions, with or without any modifications:
3.
Ordinary Resolution
That approval be and is hereby given to the Manager, to:
(A)
(i)
issue units in CIT (“
Units
”) whether by way of rights, bonus or otherwise; and/or
(ii)
make or grant offers, 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 and for such purposes and to such persons as the
Manager may in its absolute discretion deem fit; and
(B)
issue Units in pursuance of any Instrument made or granted by the Manager while this Resolution was in
force (notwithstanding that the authority conferred by this Resolution may have ceased to be in force),
provided that:
(i)
the aggregate number of Units to be issued pursuant to this Resolution (including Units to be
issued in pursuant of instruments made or granted pursuant to this Resolution) shall not exceed
ten per cent [10%] of the total number of issued Units excluding treasury Units, if any)(as calculated
in accordance with sub-paragraph (2) below), such Units of which may be issued: (a) on a pro rata
basis to Unitholders or (b) on a non-pro rata basis to Unitholders; or (c) to such other persons as
the Manager shall deem fit (the “
General Mandate
”);
(ii)
subject to such manner of calculation as may be prescribed by the Singapore Exchange Securities
Limited (“
SGXST
”) for the purpose of determining the aggregate number of Units that may be
issued under sub-paragraph (1) above, the total number of issued Units (excluding treasury Units,
if any) shall be based on the number of issued Units (excluding treasury Units, if any) at the time
this Resolution is passed, after adjusting for:
NOTICE OF ANNUAL GENERAL MEETING
CAMBRIDGE INDUSTRIAL TRUST | ANNUAL REPORT 2014
172
