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Extraordinary General Meeting

EXTRAORDINARY GENERAL MEETING OF THE COMPANY TO BE HELD BY WAY OF PHYSICAL MEANS ON TUESDAY, 29 APRIL 2025 AT 12.00 P.M.
(or as soon as practicable following the conclusion or adjournment of the Annual General Meeting of the Company held earlier on the same day)

Please find below for:

  • EGM Results Announcement
  • EGM Minutes
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 29 April 2025 (Tuesday) at 12.00 p.m. (or as soon as practicable following the conclusion or adjournment of the Annual General Meeting of the Company held earlier on the same day) to transact the business set out in the Notice of Extraordinary General Meeting.

2. Notice of Extraordinary General Meeting and Proxy Form.

Printed copies of the Letter to Shareholders, Notice of EGM, and the Proxy Form will be sent to members.

Please find below for:

This Notice of EGM and the Letter to Shareholders are also available on SGXNET at the URL https://www.sgx.com/securities/company-announcements.https://www.sgx.com/securities/company-announcements

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

The Extraordinary General Meeting (“EGM”) will be held at 1 Commonwealth Lane, #06-01 One Commonwealth, Singapore 149544 on 29 April 2025 (Tuesday) at 12.00 p.m. (or as soon as practicable after the conclusion or adjournment of the Annual General Meeting held earlier on the same day. There will be no option for Shareholders to participate virtually.

4. Participation at the Extraordinary General Meeting of the Company.
  1. Arrangements relating to attendance at the EGM, submission of comments, queries and/or questions to the Chairman of the Meeting in advance of the EGM, addressing of substantial and relevant comments, queries and/or questions before the EGM, and voting by appointing proxy(ies) (including the Chairman of the Meeting), are set out in this Notice of EGM. Please refer to the section titled “Key dates/deadlines” below for the relevant steps and details for Shareholders to participate at the EGM.
  1. There will be no option for Shareholders to participate virtually at the EGM. A Shareholder (whether individual or corporate) must vote live at the EGM or must appoint proxy(ies) (including the Chairman of the Meeting), to attend, speak and vote on his/her/its behalf at the EGM if such Shareholder wishes to exercise his/her/its voting rights at the EGM. The Proxy Form for the EGM of the Company may also be accessed at the Company’s website at the URL https://darcowater.com/investor-information/extraordinary-general-meeting/ and is also available on SGXNET at the URL https://www.sgx.com/securities/company-announcements. Where a member (whether individual or corporate) appoints proxy(ies) (other than the Chairman of the Meeting), or appoints the Chairman of the Meeting as his/her/its proxy as his/her/its proxy, 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 proxy(ies) will vote or abstain from voting at his/her/their discretion.
  1. CPF/SRS investors who wish to appoint the Chairman of the Meeting as proxy should approach their respective CPF agent banks, SRS operators or relevant intermediaries to submit their votes and/or questions relating to the special resolutions tabled for approval at the EGM by Thursday, 17 April 2025 at 5.00 p.m.
  1. Duly appointed proxy(ies), including the Chairman of the Meeting, acting as proxy, need not be a member of the Company.
  1. The Proxy Form must be submitted to the Company in the following manners:
  • if submitted by post, be deposited at registered office of the Company at 1 Commonwealth Lane #09-06, One Commonwealth, Singapore 149544; or
  • if submitted electronically, be submitted via email in Portable Document Format (PDF) format to the Company at agm@darcowater.com.

in either case, at least 48 hours before the time fixed for holding the EGM of the Company and/or any adjournment thereof. A member who wishes to submit the Proxy Form must first download, 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. Members are strongly encouraged to submit the completed Proxy Forms by way of electronic means via email.

5. Key Dates and Times
Key Dates Events and Information
12.00 p.m. on Thursday,

17 April 2025

 Deadline for members to submit comments, queries and/or questions in advance of the EGM of the Company.
5.00 p.m. on Thursday,

17 April 2025

 Deadline for CPF/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 and/or questions related to the special resolutions to be tabled for approval at the EGM.
12.00 p.m. on Friday,

25 April 2025

 The Company will endeavour to address all substantial and relevant questions, comments and/or queries received from Shareholders relating to the special resolutions in the Notice of EGM prior to or at the EGM, by publishing its responses to the questions on the Company’s website at the URL https://darcowater.com/investor-information/extraordinary-general-meeting/ and SGXNET at the URL https://www.sgx.com/securities/company-announcements.
12.00 p.m. on Sunday,

27 April 2025

 Deadline for members to submit Proxy Forms to appoint proxy(ies) (including the Chairman of the Meeting) to attend, submit question(s) and vote at the EGM of the Company.

The Proxy Form must be submitted to the Company in the following manner:

  • if submitted by post, be deposited at registered office of the Company at 1 Commonwealth Lane #09-06, One Commonwealth, Singapore 149544; or
  • if submitted electronically, be submitted via email in Portable Document Format (PDF) format to the Company at agm@darcowater.com.

Shareholders are strongly encouraged to submit the completed Proxy Forms by way of electronic means via email.
12.00 p.m. on Tuesday,

29 April 2025 (or as soon as practicable after the conclusion or adjournment of the Annual General Meeting of the Company held earlier on the same day)

Members and (where applicable) duly appointed proxies and representatives may participate at the EGM at 1 Commonwealth Lane, #06-01 One Commonwealth, Singapore 149544. There will be no option for Shareholders to participate virtually.
By Thursday, 29 May 2025 The Company will publish the minutes of EGM on the Company’s website at the URL https://darcowater.com/investor-information/extraordinary-general-meeting/ and on SGXNET at the URL https://www.sgx.com/securities/company-announcements within one (1) month after the EGM.

BY ORDER OF THE BOARD

Dr. Zhang Zhenpeng
Executive Director and Chief Executive Officer

7 April 2025

GENERAL:

The Company shall be entitled to reject an instrument of proxy which is incomplete, improperly completed, illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified on the proxy form. In addition, in the case of Shares entered in the Depository Register, the Company may reject a proxy form if the member, being the appointor, is not shown to have Shares entered against his name in the Depository Register as at 72 hours before the time appointed for holding the AGM, as certified by The Central Depository (Pte) Limited to the Company.

A Depositor shall not be regarded as a member of the Company entitled to attend the AGM and to speak and vote thereat unless his name appears on the Depository Register 72 hours before the time set for the AGM.

PERSONAL DATA PRIVACY:

Where a member of the Company submits an instrument appointing a proxy(ies) and / or representative(s) to attend, speak and vote at the AGM and / or any adjournment thereof, a member of the Company (i) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents or services providers) for the purpose of the processing and administration by the Company (or its agents or services providers) of proxies and representatives appointed for the AGM (including any adjournment thereof) and the preparation and compilation of the attendance lists, proxy lists, minutes and other documents relating to the AGM (including any adjournment thereof), and in order for the Company (or its agents or services providers) to comply with any applicable laws, listing rules, regulations and / or guidelines (collectively, the “Purposes”), (ii) warrants that where the member discloses the personal data of the member’s proxy(ies) and / or representative(s) to the Company (or its agents or services providers), the member has obtained the prior consent of such proxy(ies) and / or representative(s) for the collection, use and disclosure by the Company (or its agents or service providers) of the personal data of such proxy(ies) and / or representative(s) for the Purposes, and (iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.