General Announcement::Minutes of Annual General Meeting Held on 28 July 2021

BOUSTEAD SINGAPORE LIMITED

Minutes of the Annual General Meeting of Boustead Singapore Limited (the "Company") held by way of electronic means on Wednesday, 28 July 2021 at 2.30 p.m.

Present:

Directors

Wong Fong Fui (Chairman & Group Chief Executive Officer)

Wong Yu Loon (Executive Director & Deputy Group Chief Executive Officer) Dr Tan Khee Giap (Independent Non-Executive Director)

Godfrey Ernest Scotchbrook (Independent Non-Executive Director) Liak Teng Lit (Independent Non-Executive Director)

Absent with apologies:

Chong Ngien Cheong (Independent Non-Executive Director)

In Attendance:

Chan Shiok Faun (Group Chief Financial Officer)

Attending by live webcast or audio conference:

Shareholders as set out in the attendance records maintained by the Company

Alvin Kok (Secretary)

Quek June Lynn (Group Finance Manager) Mimi Wijaya (Management Accountant)

Shirley Tay (Secretary, Boustead Projects Limited) Kok Moi Lre (Auditors, PricewaterhouseCoopers LLP) Teh Wee Wen (Auditors, PricewaterhouseCoopers LLP) Yeo Shi Tian (Auditors, PricewaterhouseCoopers LLP) Ng Eng Leng (Auditors, PricewaterhouseCoopers LLP)

Rick Ong (Share Registrar, Boardroom Corporate & Advisory Services Pte Ltd) Sia Chee Hui (Share Registrar, Boardroom Corporate & Advisory Services Pte Ltd) Hon Chia Hui (Share Registrar, Boardroom Corporate & Advisory Services Pte Ltd) Tan Ching Ching (Independent Scrutineers, DrewCorp Services Pte Ltd)

1. Quorum/Commencement

Mr Wong Fong Fui, the Chairman, welcomed shareholders who joined the Annual General Meeting (the "Meeting") by the electronic means of "live" audio-visual webcast and audio-only feed.

A quorum being present, the Chairman, called the Meeting to order at 2.30 p.m.

The Chairman introduced members of the Board and management, and representatives from the auditors, share registrar and independent scrutineers who were in attendance in person or joining the Meeting via the "live" audio-visual webcast.

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1. Notice of Meeting
   The Notice of the Meeting dated 6 July 2021 having been circulated to the members was taken as read.
   The Chairman explained that due to the COVID-19 control measures in Singapore, the Meeting was held by electronic means. As mentioned in the Company's announcement dated 6 July 2021, shareholders would not be able to ask questions or vote during the Meeting and the Chairman had been appointed as proxy by the shareholders to vote on their behalf in accordance with their instructions.
   The Chairman added that in accordance with the requirements of the SGX Listing Rules, all Resolutions to be tabled at the Meeting would be voted by way of poll. As all instructions for the votes on the Resolutions had been given prior to the Meeting, all Resolutions would be taken as read, proposed and seconded.
   It was noted the poll votes had been collected and counted and DrewCorp Services Pte Ltd had been appointed as scrutineers in respect of the voting process.
2. Management Presentation
   The Chairman invited Mr Wong Yu Loon, Executive Director & Deputy Group Chief Executive Officer, to give a short presentation to shareholders.
   Mr Wong Yu Loon gave an overview on how the various divisions performed in the year ended 31 March 2021 ("FY2021") and discussed the various opportunities and challenges.
   Real Estate Division
   Mr Wong Yu Loon pointed out that the Real Estate Division operates under Boustead Projects Limited ("Boustead Projects"), a separate listed entity with its own Board of Directors and management, and any any statement regarding Boustead Projects is a re-statement of what has already been disclosed.
   Mr Wong Yu Loon reported that while the construction environment was very tough, the Boustead Projects team did a good job by selling its portfolio of properties at exceptional values and hence registered a record profit.
   Like all construction companies, Boustead Projects faces an industry wide transformation as low productivity, low skilled labour gives way to modern software tools and equipment. Mr Wong Yu Loon is confident that the management of Boustead Projects would be able to manage the transition and take the lead in adopting best design and build practices.
   Energy Engineering Division
   Mr Wong Yu Loon reported that the Energy Engineering Division finally sold off its under-performing water business, the result being the results of the division will no longer be distorted by the loss-making water business. The division also registered record revenues and profits for FY2021 due to impeccable project execution during the financial year, leading to very decent margins uplift.

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However, orders secured in FY2021 of only $52 million was not ideal, reflecting the very tough COVID-19 environment with reduced demand for oil and gas projects. The pandemic also prevented site inspection studies which adversely affected the division's plans to expand into brownfield work and services.

The immediate outlook for the division is that it is virtually certain that it will register less revenue than it did in the previous two years. The silver lining is that there seems to be more project activities among its clients, and it is reasonably confident that it can win more orders in the coming year than in FY2021. Longer term wise, given that its equipment is exclusively used in the fossil fuel/petrochemical sector, the situation remains complex and uncertain in view of the broad range of opinion regarding the transition from fossil fuels.

In view of the uncertain long term prospects, the division hopes to do the following:-

• stay nimble and scale its business quickly according to how the energy transition evolves;
• focus on projects that are more resilient to the energy transition, e.g. natural gas projects, LNG plants, fertilizer plants, plastics from hydrocarbons;
• continue to build brownfield service capabilities; and
• find new areas outside of oil and gas where its heat transfer expertise and complex project management skills can be deployed, e.g. in carbon capture solutions.

Finally, the overarching, critical strategy that the division must adopt is to maintain its bid discipline. This is unlike other contracting companies who have bid for projects at razor thin margins and on high risk commercial and technical terms when projects become scarce, which inevitably leads to ruin. The division has passed this test before in the last two oil crises and is expected to continue to do so.

Geospatial Division

Mr Wong Yu Loon was pleased to report that FY2021 was the fifth consecutive year of revenue and profits for the Geospatial Division. He attributable this to great products from Esri Inc, but more importantly an awesome team and culture at the division to sell the products and make it happen.

The Geospatial Division's business can be classified under two groups:-

1. Esri Direct - the selling of Esri software under the distribution arrangement
2. Esri Aligned - a collection of services, data products and our solutions that sits on and enhances the Esri platform

They are represented as interlocking gears because they drive each other - selling more platform software leads to more demand for services, data and solution products; likewise, selling aligned services and solutions makes the Esri platform more valuable and increases adoption of the Esri technology, thus creating a virtuous circle. This is evident in the historical numbers - over the last four years, the Esri Direct software business grew 1.6 times while the Esri Aligned business grew in lock step at 1.9 times.

The division's GIS technology and expertise has a role to play in promoting the current trends of smart cities, digital government, location intelligence, big data etc. While claims surrounding these trends may be somewhat exaggerated, the

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productivity and efficiency gains are real, and most of the division's customers have already realised this. There is therefore a fair bit of positive momentum going on for the division.

The only macro downside facing the division is unsustainable government deficits incurred to fight the COVID-19 pandemic - although this has not happened yet, government customers may be budget constrained to buy the division's products and services.

Healthcare Division

Mr Wong Yu Loon said he mentioned last year that COVID-19 would have significant impact on the Healthcare Division's business as hospital customers at the frontline of the battle against the pandemic would have less time and mindspace to hear how its products and services can generate better health and productivity outcomes.

This turned out to be the case in FY2021 as the division registered negative growth and incurred a loss. However, the negative performance was not due solely to COVID-19 - the division should have sold more products and services and will need to get better at selling.

The immediate term prospect for division is uncertain. The Singapore and China rehab markets should improve, as these are countries that have gotten their healthcare system functioning well despite the COVID-19 situation. However, Malaysia and Thailand are not managing well, which means that their healthcare institutions are under stress and are in no mood to buy healthcare products. The division has also made insufficient progress at improving its sales capabilities.

The longer term rewards for the division can be sizable in view of demand for more effective healthcare solutions and higher healthcare spending but the division has to plan and execute well.

Finally, Mr Wong Yu Loon highlighted a noteworthy project over the last financial year. The Geospatial Division has developed a smart mapping platform to improve the construction permitting process. The platform automates the enquiry and permitting process for all construction companies and utilities in Australia. Instead of selling the technology or the solution, the division runs the platform and delivers the service to each user and charges on a consumption basis. He acknowledged the innovation and the brains behind this project, in particular Mr Brett Bundock and Mr Gary Johnson, and urged shareholders to send them words of encouragement.

Mr Wong Yu Loon then handed over proceedings to Ms Chan Shiok Faun, Group Chief Financial Officer, to present a review of the Boustead Group (the "Group")'s financial performance in FY2021.

In respect of the Group's financial results for FY2021, Ms Chan highlighted the following:

• Despite the pandemic, the Group's revenue for FY2021 was the second highest over at least the past decade. The reduction in revenue from FY2020 was a result of the Real Estate Division's engineering and construction segment being heavily impacted by the unprecedented COVID-19 pandemic following a prolonged closure of Singapore project sites. The impact was buffered by the improved revenue of the Geospatial and Energy Engineering divisions.

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• The record profit before tax was contributed significantly by the gain from the Real Estate Division's Boustead Industrial Fund value unlocking transaction of about $135 million.
• Adjusted for the non-recurring items for both years, i.e. other gains/losses including the value unlocking gain, net gain on disposal of the water business, impairment losses, legal settlement and JSS payouts, net profit in FY2021 would have improved by 23% over FY2020.
• Group net profit for FY2021 was significantly boosted by the Real Estate Division's value unlocking gain.
• With the value unlocking transaction by the Real Estate Division, the Group's net cash position increased to $472.8 million in FY2021. Together with the cash inflow from operating activities, net increase in cash and cash equivalents net of forex for FY2021 was $194.6 million.
• Return on shareholders' equity increased to 23.5% in FY2021 from 9.0% in the preceding year, boosted by the significant profit from the Real Estate's value unlocking transaction.
• Earnings Per Share improved significantly to 23.3 cents for the same reason, as did Net Asset Value Per Share which increased to 92.3 cents, although this was reduced by dividends payments during the year.
• The drop in orders secured in FY2021 to $230 million was a result of business activities impacted by the COVID-19 pandemic.
• With the stellar set of results for FY2021, the Directors are pleased to propose a final ordinary dividend of 3 cents per share. With the Real Estate's value unlocking gain in FY2021, the Directors are also pleased to propose a special dividend for FY2021 of 4 cents per share. Total dividend per share for FY2021, including the 1 cent interim dividend paid, is 8 cents per share.

Ms Chan then handed over proceedings to the Chairman.

4. Responses to Advance Questions from Shareholders

The Chairman reported that the Company received over 30 questions from shareholders prior to the Meeting. All substantial and relevant questions have been addressed by the Company and the responses were published on SGXNet on 26 July 2021 and also uploaded on the Company's corporate website. He thanked shareholders who had taken their time to submit questions in advance of the Meeting.

The Meeting then proceeded with the resolutions set out in the Notice of the Meeting dated 6 July 2021.

As Ordinary Business

5. Resolution 1 (Ordinary) - Adoption of Audited Financial StatementsThe Chairman proposed the following resolution:

"That the Directors' Statement and Audited Financial Statements for the year ended 31 March 2021 and the Independent Auditors' Report thereon as presented and now submitted to this Meeting, be and are hereby received and adopted."

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