Relevant shareholders[2] of Kitchen Culture Holdings Ltd. today announced that they wish to reiterate and clarify to all shareholders of the Company on the following:
1. EGM to proceed on 1 November 2022, 9am as planned;
2. Relevant Shareholders had on 14 October 2022, at about 5pm, informed Kitchen Culture of the requisition of EGM;
3. Notice of EGM on a major local English newspaper was published on the 16 October 2022 edition of the Sunday Times.
4. To date (as at 24 October 2022, 6pm), Kitchen Culture has failed to announce the Notice of EGM, requisitioned by shareholders under Section 177 of the Company Act 1967, which is a clear breach of Catalist Rule 704 of the SGX Listing Manual;
5. Relevant shareholders do not need to send the Notice of EGM and Proxy Form to all Kitchen Culture’s shareholders by post, due to current exemptions[3] related to COVID-19. This exemption was also applied in the previous Annual General Meeting of the Company held in March 2022.
The Relevant shareholders said, “We encourage all shareholders of Kitchen Culture to vote at the EGM, either in person on 1 November 2022 (9am), or by proxy by 30 October 2022 (9am). Your votes matter and will determine the composition of the leadership and strategic direction of the company going forward.”
The new Board of Directors if elected, is committed to ensure the completion of the Special Audit to clear Kitchen Culture’s outstanding issues and to comply with the Notice of Compliance, paving the way for the resumption of trading in Kitchen Culture shares, which has been suspended since 12 July 2021.
For more information on Notice of EGM and CVs, please refer to the following URL: https://tinyurl.com/5bkvtepr
At the upcoming EGM, the 2 main agenda items among others to be raised are:
1. Removal of the following 5 Directors on the existing Board:
a. Mr. Lau Kay Heng
b. Mr. Lim Wee Li
c. Mr. William Teo Choon Kow
d. Mr. Ang Lian Kiat and
e. Mr. Peter Lim King Soon
2. Appointment of the following individuals to the Board:
a. Mr James Beeland Rogers, Jr. to be appointed as a Non-Executive Director of the Company;
b. Mr Yip Kean Mun to be appointed as an Executive Director of the Company;
c. Mr Lam Kwong Fai to be appointed as an Independent Director of the Company;
d. Mr Tan Meng Shern to be appointed as an Independent Director of the Company; and
e. Mr Cheung Wai Man to be appointed as an Independent Director of the Company.
[1] Section 177 Notice constituting a special notice under Section 152(2) read with Section 185 of the Companies Act 1967 of Singapore (the “Companies Act”) of the intention of the Relevant Shareholders to convene an extraordinary general meeting of the Company (the “EGM”) pursuant to Section 177 of the Companies Act.
[2] “Relevant Shareholders” refers to OOWAY Group Ltd., Koh Cher Chow, Lin Xiao Long, Ling Chui Chui, Koh Ngin Joo, Lim Cheng Huat, Chew Yu Sheng and Soh Koon Eng.
[3] Due to COVID-19 pandemic, pursuant to paragraph 5(1) read with the First Schedule of the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020, the Company may convene, hold, conduct, whether wholly or partly, the Annual General Meeting, by electronic means. This includes Provision for laying and production of documents at a general meeting of a listed company which can be via electronic means.
Issued by Relevant Shareholders of Kitchen Culture Ltd.
Media and Investors Contact:
Email: query@oowayasia.com
– EGM to be held on 1st November 2022, 9.00 am at Toucan Room Level 4, Grand Copthorne Waterfront Hotel, 392 Havelock Road, Singapore 169663.
– EGM is convened in accordance with and in compliance with Section 177[1] of Companies’ Act 1967
– As required by legal procedure, Notice of EGM was published in the Straits Times (Sunday Times edition) on 16 October 2022
Kitchen Culture Holdings Ltd. [SGX: 5TI] [BBG: KCH:SP] [RIC: KCHL.SI] https://kcholdings.com.sg
