30. IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES AND PERPETUAL BOND (CONT’D.) Irredeemable Convertible Preference Shares (cont’d.) The salient terms of the ICPS were as follows: (cont’d.) (d) Conversion (cont’d.) (iii) Conversion Process (cont’d.) Subject to Applicable Laws, within eight (8) Market Days from the date of receipt by the Company of a Conversion Notice or such other period as may be prescribed or allowed by the Exchange, the Company shall: - allot and issue to the relevant Converting ICPS Holders, such number of ordinary shares to which such holders are entitled to receive, credited as fully paid-up (“Conversion Shares”), and shall cause the Securities Account of the said holders to be credited with such number of Conversion Shares; - despatch a notice of allotment to the relevant Converting ICPS Holders in respect of the Conversion Shares; and - make an application to the Exchange for the listing of and quotation for the Conversion Shares. (e) Ranking of the new ordinary shares The new ordinary shares to be issued upon conversion of the ICPS shall, upon allotment and issue, rank equally in all respects with the existing issued ordinary shares including the entitlements to dividends, rights, allotments or other distributions, except that the new ordinary shares shall not be entitled to any dividends, rights, allotments and/or other distributions of which may be declared, made or paid, the entitlement date is before the date of allotment of such new ordinary shares. (f) Redemption The ICPS shall not be redeemable. (g) Transferability The ICPS shall be transferable and shall be subject to the same provisions of transferability of ordinary shares as are set out in the Constitution of the Company. (h) Meeting and Voting Rights Each ICPS Holder shall have the right to receive notices, annual reports and audited financial statements and attending in person or proxy, at any general meetings of the Company but shall not be entitled to speak, vote, move resolutions in any way except at a meeting convened in respect of any proposal or resolution made: (i) when the dividend or part of the dividend on the ICPS is in arrears for more than six (6) months; (ii) on a proposal to reduce the Company’s share capital; (iii) on a proposal for the disposal of the whole of the Company’s property, business and undertaking; (iv) on a proposal that affects the rights and privileges attached to the ICPS; (v) on a proposal to wind up the Company; and (vi) during the winding up of the Company. FINANCIAL STATEMENTS & OTHER INFORMATION 315
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