Extraordinary General Meeting

EXTRAORDINARY GENERAL MEETING OF THE COMPANY TO BE HELD BY WAY OF PHYSICAL MEANS ON TUESDAY, 10 OCTOBER 2023 AT 10:00 A.M.

Please find below for:

1. Date, time and conduct of Extraordinary General Meeting of the Company.

The Extraordinary General Meeting of the Company will be held by way of physical means on Tuesday, 10 October 2023 at 10:00 a.m. to transact the business set out in the Notice of Extraordinary General Meeting.

2. Notice of Extraordinary General Meeting, FY2022 Annual Report and Proxy Form.

Printed copies of the Notice of EGM and the Proxy Form will be despatched to Shareholders.

Please find below for:

The Notice of Extraordinary General Meeting and the Proxy Form are also available on SGXNET at the URL, https://www.sgx.com/securities/company-announcements

3. Attendance at the Extraordinary General Meeting of the Company.

The EGM will be held at 1 HarbourFront Avenue #13-03 Keppel Bay Tower Singapore 098632. There will be no option for Shareholders to participate virtually.

4. Participation at the Extraordinary General Meeting of the Company.

Arrangements have been made by the Company to allow Shareholders to participate at the EGM.

Such arrangements include:

(a) arrangements by which Shareholders may submit comments, queries and/or questions to the chairman of the EGM (the “Chairman of the Meeting”) in advance of or live, at the EGM;

(b) arrangements by which the Board and the management may address substantial and relevant comments, queries and/or questions before the EGM; and

(c) arrangements by which Shareholders may appoint proxy(ies) (including the Chairman of the Meeting) as his/her/its proxy to attend, speak and vote on his/her/its behalf at the EGM.

Details of the steps for the submission of comments, queries and/or questions in advance of or live at the EGM and submission of Proxy Forms to appoint proxy(ies) (including the Chairman of the Meeting) to attend, speak and vote at the EGM are set out in the Appendix A to this Circular.

5. Key Dates and Times

Key Dates and Times	Actions to be taken by Members
Friday, 29 September 2023, 10.00 a.m.	Deadline for CPF or SRS investors, including persons who hold Shares through relevant intermediaries (as defined in Section 181 of the Companies Act), who wish to appoint the Chairman of the Meeting as proxy to approach their respective CPF Agent Banks/SRS operators or relevant intermediaries to submit their votes.
Tuesday, 3 October 2023, 10.00 a.m.	Deadline for Shareholders to submit comments, queries and/or questions in advance of the EGM.
Saturday, 7 October 2023, 10.00 a.m.	Deadline for Shareholders to submit the Proxy Forms to appoint proxy(ies) (including the Chairman of the Meeting) to attend, speak and vote at the EGM on his/her/its behalf.
Tuesday, 10 October 2023, 10.00 a.m.	Shareholders may attend the EGM at 1 HarbourFront Avenue #13-03 Keppel Bay Tower Singapore 098632. There will be no option for Shareholders to participate virtually.

Important Reminder: The Company may be required to change the arrangements for the EGM at short notice. For the latest updates on the arrangements for the EGM, Shareholders should check the Company’s website at the URL https://www.darcowater.com/investor-information/extraordinary-general-meeting-2023/. Such updates will also be made available on SGXNET at the URL https://www.sgx.com/securities/company-announcements.

BY ORDER OF THE BOARD

Dr. Zhang Zhenpeng
Executive Director and Chief Executive Officer

25 September 2023

APPENDIX

Shareholders may submit comments, queries and/or questions to the Chairman of the Meeting in advance of and live at the EGM, and submit Proxy Forms to appoint his/her/its proxy(ies) (including the Chairman of the Meeting) to attend, submit question(s) and vote on his/her/its behalf at the EGM.

To do so, Shareholders will need to complete the relevant steps below.

Submission of comments, queries and/or questions in advance of the EGM Submission of comments, queries and/or questions in advance of the EGM


Submission of comments, queries and/or questions in advance of the EGM	Shareholders will be able to ask questions live at the EGM. Shareholders may also submit comments, queries and/or questions to the Chairman of the Meeting in advance of the EGM. Submission of comments, queries and/or questions. Shareholders may submit comments, queries and/or questions related to the resolution in the Notice of EGM to the Chairman of the Meeting in advance of the EGM in the following manner: By post – Shareholders may submit their comments, queries and/or questions by post to the registered office of the Company, at 120 Lower Delta Road #04-03, Cendex Centre, Singapore 169208. Comments, queries and/or questions submitted by Shareholders by post must be accompanied by the Shareholder’s full name (as per CDP/CPF/SRS/Scrip-based records), NRIC/Passport/UEN number, address and the manner in which the Shareholder hold shares in the Company. By electronic means – Shareholders may submit their comments, queries and/or questions by electronic means at egm@darcowater.com. Deadline to submit comments, queries and/or questions. Shareholders must submit all comments, queries and/or questions by 10.00 a.m. on 3 October 2023. Addressing comments, queries and/or questions. The Company will endeavour to address all substantial and relevant comments, queries and/or questions received from Shareholders before the EGM. The Company will publish its responses to comments, queries and/or questions on the Company’s website at the URL https://www.darcowater.com/investor-information/extraordinary-general-meeting-2023/ and on SGXNET at the URL https://www.sgx.com/securities/company-announcements by 10.00 a.m. on 5 October 2023. Minutes of EGM. The Company will publish the minutes of the EGM on the Company’s website at the URL https://www.darcowater.com/investor-information/extraordinary-general-meeting-2023/ and on SGXNET at the URL https://www.sgx.com/securities/company-announcements within one (1) month after the EGM. The minutes of EGM will include responses from the Board and the management to substantial and relevant comments, queries and/or questions received from Shareholders addressed at the EGM.
Submission of Proxy Forms to appoint Proxy(ies) (including the Chairman of the Meeting) to attend, speak and vote at the EGM	Appointment of Proxy(ies). A Shareholder (whether individual or corporate) may appoint proxy(ies) (including the Chairman of the Meeting) as his/her/its proxy to attend, speak and vote on his/her/its behalf at the EGM in accordance with the instructions on the Proxy Form if such Shareholder wishes to exercise his/her/its voting rights at the EGM. Specific instructions as to voting must be given. Where a Shareholder (whether individual or corporate) appoints proxy(ies) (including the Chairman of the Meeting), 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 appointment of the proxy(ies) (including the Chairman of the Meeting) for that resolution will be treated as invalid. Submission of Proxy Forms. The Proxy Form must be submitted to the Company in the following manner: if submitted by post, be lodged with the registered office of the Company at 120 Lower Delta Road #04-03, Cendex Centre, Singapore 169208; or if submitted by way of electronic means, be submitted via email to the Company at egm@darcowater.com, in either case, by 10.00 a.m. on 7 October 2023. A Shareholder who wishes to submit the Proxy Form must first complete and sign the Proxy Form, before submitting it by post to the address provided above, or by scanning and submitting it by way of electronic means via email to the email address provided above. Shareholders are strongly encouraged to submit the completed Proxy Forms by way of electronic means via email.

Submission of comments, queries and/or questions in advance of the EGM

Shareholders will be able to ask questions live at the EGM. Shareholders may also submit comments, queries and/or questions to the Chairman of the Meeting in advance of the EGM.

Submission of comments, queries and/or questions. Shareholders may submit comments, queries and/or questions related to the resolution in the Notice of EGM to the Chairman of the Meeting in advance of the EGM in the following manner:

By post – Shareholders may submit their comments, queries and/or questions by post to the registered office of the Company, at 120 Lower Delta Road #04-03, Cendex Centre, Singapore 169208. Comments, queries and/or questions submitted by Shareholders by post must be accompanied by the Shareholder’s full name (as per CDP/CPF/SRS/Scrip-based records), NRIC/Passport/UEN number, address and the manner in which the Shareholder hold shares in the Company.
By electronic means – Shareholders may submit their comments, queries and/or questions by electronic means at egm@darcowater.com.

Deadline to submit comments, queries and/or questions. Shareholders must submit all comments, queries and/or questions by 10.00 a.m. on 3 October 2023.

Addressing comments, queries and/or questions. The Company will endeavour to address all substantial and relevant comments, queries and/or questions received from Shareholders before the EGM. The Company will publish its responses to comments, queries and/or questions on the Company’s website at the URL https://www.darcowater.com/investor-information/extraordinary-general-meeting-2023/ and on SGXNET at the URL https://www.sgx.com/securities/company-announcements by 10.00 a.m. on 5 October 2023.

Minutes of EGM. The Company will publish the minutes of the EGM on the Company’s website at the URL https://www.darcowater.com/investor-information/extraordinary-general-meeting-2023/ and on SGXNET at the URL https://www.sgx.com/securities/company-announcements within one (1) month after the EGM. The minutes of EGM will include responses from the Board and the management to substantial and relevant comments, queries and/or questions received from Shareholders addressed at the EGM.

Submission of Proxy Forms to appoint Proxy(ies) (including the Chairman of the Meeting) to attend, speak and vote at the EGM

Appointment of Proxy(ies). A Shareholder (whether individual or corporate) may appoint proxy(ies) (including the Chairman of the Meeting) as his/her/its proxy to attend, speak and vote on his/her/its behalf at the EGM in accordance with the instructions on the Proxy Form if such Shareholder wishes to exercise his/her/its voting rights at the EGM.

Specific instructions as to voting must be given. Where a Shareholder (whether individual or corporate) appoints proxy(ies) (including the Chairman of the Meeting), 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 appointment of the proxy(ies) (including the Chairman of the Meeting) for that resolution will be treated as invalid.

Submission of Proxy Forms. The Proxy Form must be submitted to the Company in the following manner:

if submitted by post, be lodged with the registered office of the Company at 120 Lower Delta Road #04-03, Cendex Centre, Singapore 169208; or
if submitted by way of electronic means, be submitted via email to the Company at egm@darcowater.com,

in either case, by 10.00 a.m. on 7 October 2023.

A Shareholder who wishes to submit the Proxy Form must first complete and sign the Proxy Form, before submitting it by post to the address provided above, or by scanning and submitting it by way of electronic means via email to the email address provided above. Shareholders are strongly encouraged to submit the completed Proxy Forms by way of electronic means via email.