Page 99 - ar2012

SEO Version

97
Hutchison Port Holdings Trust
Annual Report 2012
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 Marina Mandarin Singapore, Ballroom, Level 1, 6 Raffes Boulevard,
Marina Square, Singapore 039594 on Tuesday, 30 April 2013 at 10:30 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 accounts of
HPH Trust for the year ended 31 December 2012 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 fx its remuneration.
(Resolution 2)
3. To transact any other ordinary business which may properly be transacted at an Annual General Meeting of the Unitholders.
SPECIAL BUSINESS:
To consider and if thought ft, to pass the following resolution as an Ordinary Resolution, with or without any modifcations:
4. 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, constituting HPH Trust (the “
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 (the “
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 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 whether for cash or otherwise and for such purposes and to such
persons as the Trustee-Manager may in its absolute discretion deem ft; 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 ffty 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 the 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;
NOTICE OF
ANNUAL GENERAL MEETING
HUTCHISON PORT HOLDINGS TRUST
(A business trust constituted on 25 February 2011 under the laws of the Republic of Singapore)
(Registration No.: 2011001)