1. Mr Liam Wee Sin will, upon re-election, continue to serve as Group Chief Executive of the Company and a Member of the Executive Committee. He is considered an executive and non-independent Director. There are no relationships (including immediate family relationships) between Mr Liam and the other Directors, the Company, its related corporations, its substantial shareholder or its officers
2. , Mr Lee Chin Yong Francis will, upon re-election, continue to serve as a Member of the Executive Committee, Audit & Risk Committee and Nominating Committee. He is considered an independent Director. There are no relationships (including immediate family relationships) between Mr Lee and the other Directors, the Company, its related corporations, its substantial shareholders1 or its officers
3. authorise the Directors from the date of the Meeting until the next Annual General Meeting is held or required by law to be held, whichever is the earlier (unless such authority is revoked or varied at a general meeting), to issue, or agree to issue shares and/or grant instruments that might require shares to be issued, up to a number not exceeding 50% of the total number of issued shares (excluding treasury shares and subsidiary holdings) (calculated as described) of which the total number of shares to be issued other than on a pro rata basis to shareholders of the Company does not exceed 20% of the total number of issued shares (excluding treasury shares and subsidiary holdings) (calculated as described). As at 8 March 2022, the Company did not have treasury shares or subsidiary holdings.
4. The Company intends to use its internal resources or external borrowings, or combination of both, to finance its purchase or acquisition of the Shares. The amount of financing required for the Company to purchase or acquire its Shares and the impact on the Company's financial position, cannot be ascertained as at the date of this Notice of Annual General Meeting as these will depend on, inter alia, the aggregate number of Shares purchased or acquired and the consideration paid at the relevant time. Purely for illustrative purposes only, the financial effects of the purchase or acquisition of such Shares by the Company pursuant to the proposed Share Buyback Mandate on the audited financial statements of the Group and the Company for the financial year ended 31 December 2021
5. the adoption of the UOL 2022 Share Option Scheme (the "UOL 2022 Scheme") which is intended as a successor share option scheme to the UOL 2012 Share Option Scheme which will lapse and expire on 18 April 2022, and to empower the Directors of the Company to offer and grant options under the UOL 2022 Scheme, and to allot and issue ordinary shares of the Company pursuant to the exercise of options granted under the UOL 2022 Scheme, provided that the aggregate number of new shares which may be issued, when aggregated with existing shares (including treasury shares) delivered and/or to be delivered pursuant to the UOL 2022 Scheme, and all shares, options or awards granted under any other share schemes of the Company then in force (for the avoidance of doubt, excluding any share schemes which have expired or been terminated), does not exceed 10% of the total number of issued shares of the Company (excluding treasury shares and subsidiary holdings) from time to time. To avoid doubt, shares of the Company which have been issued and new shares which may be issued pursuant to the exercise of options granted under the UOL 2012 Share Option Scheme shall be excluded from the aforesaid limit.

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