Hotel Royal : Minutes Of Annual General Meeting Held On 29 April 2017

Minutes of the 48th Annual General Meeting of Hotel Royal Limited ("Company") held at Hotel Royal @ Queens, Queen's Room, Level 3, 12 Queen Street, Singapore 188553 on Saturday, 29 April 2017 at 10.00 a.m.

Present Board of Directors/Company Secretary Dr Lee Keng Thon Non-Executive Group Chairman Shareholder Proxy for: DBS Nominees Pte Ltd The Great Eastern Life Assurance Company Limited The Great Eastern Trust Private Limited United Overseas Bank Nominees (Private) Limited Citibank Nominees Singapore Pte Ltd Col (Ret) Rodney How Seen Shing Professor Pang Eng Fong (Independent Non-Executive Director) Dr Tan Kim Song Mr Lee Khin Tien (Non-Executive Director) Shareholder Proxy for: Aik Siew Tong Limited Asia Building Berhad Chan Tai Moy Chip Keng Holding Berhad Melodies Limited Mr Lee Kin Hong (Non-Executive Director) Shareholder Proxy for: The Singapore-Johore Express Pte Ltd Eng Keng Estate Management Pte Ltd (Lead Independent Non-Executive Director) (Independent Non-Executive Director) In Attendance Ms Sin Chee Mei (Company Secretary) Mr Lee Chou Hock (Chief Executive Officer) Shareholder Proxy for: Mrs Wong-Yeo Siew Eng Deloitte & Touche LLP - Hock Tart Pte Ltd

Shareholders Au Yong Wah Kien Boey Kum Tong Francis (Mei Jintang) Chan Sig Yam Chan Toh Weng Chan Wah Soon Chia Kok Yee Chiam Toon Chew Chiow Gek Inn Chong Kwang Heng Chong Siong Ann Benjamin Chow Kwok Pun Fong Seng Narp Fong Siew Fhong Foong Soon Hoe Ho Ah Moy @ Ho Lia Eng Ho Whai Fong Kang Poh Lock Kong Ah Lay Lau Kim Hup Lau Swee Sang Ler Chui Lay Vivien Lew Cheng Hwee Lew Mooi Yoon Liew Yok Lien Lily Chia Soi Moey Lim Kok Sun (Lin Guoshan) Low Hee Koon Low Kim Koon Low Moh Ngee Low Pek Hoon Lum Weng Yu Mccallum John Charles Neo Lay Hong Mrs Peh Kok Wah Neo Thua Tee Ong Han Kiat Peh Kok Wah @ Peh Wah Chye Poh Hou Chieng Puah Poo Boon (Pan Fuwen) Quek Nam Kee Seet Hong Kheng Shiao Chung Chiang Sim Moh Chang Simeon L Tan Song Kheng Kong Tan Ah Soong Tan Beng Chuan Frederick Tan Han Siah Tan Kah Gek Tan Kong Jok @Tan Kong Jeok Tan See Wah Tan Tok Jin Tan Whee Li

Ms Teow Seok Boey Deloitte & Touche LLP Ms Koo Wei Jia Mr Roy Chia Ms Lexi Shim Mr Jason Lee Ms Helen Tan BDO Corporate Services Pte. Ltd. BDO Corporate Services Pte. Ltd. BDO Corporate Services Pte. Ltd. BDO Corporate Services Pte. Ltd. B.A.C.S. Private Limited 10. Ms Evelyn Ang B.A.C.S. Private Limited 11. Ms Irene Siong ZICO BPO Pte. Ltd.

Tay Bee Geok Teo Cheng Hai Ronnie Tiu Ing Toh Kiok Kun Wee Hian Kok Yap Hong Gek Yap Swee Kee Yeow Meng Quee Goh Han Peng Kong Yew Chye Long Boo Teck Sim Yan Kheng Soh Suwe Tan Seng Ho Phillip Teo King Hock Tan Han Siah Proxies Proxy For Chua Ghim Hock (Cai Jinfu) Proxy For Kam Ee Chen @Kam See Chen Proxy For Ng Geok Buay Proxy For Sim Kok Pheng (Shen Guoping) Proxy For Low Lan Eng Proxy For Chan Seoh Khim Angelia CPF/SRS Proxy For DBS Nominees Pte Ltd CPF/SRS Proxy For United Overseas Bank Nominees (Private) Limited Observers Lim Jia Ren Henry Chan Teo Meow Hwang Foo Jong Boi Kam See Chen Chiam Heng Hsien Ho Yuet Sim

Chairman of the Board of Directors, Dr Lee Keng Thon, chaired the Annual General Meeting ("AGM" or the "Meeting"). Having noted that a quorum was present, he called the Meeting to order.

He then welcomed all shareholders and all those present. With the permission of the Meeting, the notice convening the Meeting was taken as read.

Chairman informed that in his capacity as Chairman of the Meeting, he had been appointed as proxy by a number of shareholders and that he would be voting in accordance with their instructions.

Chairman further informed that voting on all resolutions to be passed at the AGM would be by poll as demanded by him in accordance with the provisions of the Constitution of the Company. The Meeting also noted that under the Constitution, where a poll is demanded, it shall be taken in such manner as the Chairman may direct and the result of the poll shall be deemed to be the resolution of the Meeting at which the poll was demanded. The polls were carried out electronically. ZICO BPO Pte. Ltd. was appointed scrutineer of the Meeting. The electronic poll voting services was provided by Trusted Source Pte. Ltd. A short PowerPoint presentation explaining the electronic poll voting process was shown. A test resolution was conducted to familiarise the shareholders with the electronic poll voting system.

Chairman proceeded with the business of the Meeting. The following were the resolutions passed at the AGM.

The summary of questions raised by shareholders and the replies provided by the Non-Executive Group Chairman - Dr Lee Keng Thon, CEO - Mr Lee Chou Hock, and external auditors are recorded in Appendix A.

Duly proposed and seconded, the following Ordinary Resolutions No. 1 to 7 were duly passed.

ORDINARY BUSINESS

ORDINARY RESOLUTION 1 - ADOPTION OF DIRECTORS' STATEMENT, AUDITED FINANCIAL STATEMENTS AND AUDITORS' REPORT

"It was resolved that the Directors' Statement and Audited Financial Statements for the financial year ended 31 December 2016 together with the Auditors' Report thereon be and are hereby received and adopted."

ORDINARY RESOLUTION 2 - DECLARATION OF ONE-TIER TAX EXEMPT FIRST AND FINAL DIVIDEND

"It was resolved that the payment of the First and Final Dividend of 5 cents per ordinary share one-tier tax exempt for the financial year ended 31 December 2016 be and is hereby approved."

ORDINARY RESOLUTION 3 - APPROVAL OF DIRECTORS' FEES

"It was resolved that the payment of Directors' Fees of S$200,000 for the financial year ended 31 December 2016 be and is hereby approved."

ORDINARY RESOLUTION 4 - RE-ELECTION OF MR LEE KHIN TIEN AS DIRECTOR

"It was resolved that Mr Lee Khin Tien, who retired pursuant to Article 117 of the Company's Constitution, being eligible and having offered himself for re-election, be and is hereby re-elected as Director of the Company."

ORDINARY RESOLUTION 5 - RE-ELECTION OF DR TAN KIM SONG AS DIRECTOR

"It was resolved that Dr Tan Kim Song, who retired pursuant to Article 117 of the Company's Constitution, being eligible and having offered himself for re-election, be and is hereby re-elected as Director of the Company."

ORDINARY RESOLUTION 6 - RE-APPOINTMENT OF DELOITTE & TOUCHE LLP AS AUDITORS

"It was resolved that Messrs Deloitte & Touche LLP be and is hereby re-appointed as Auditors of the Company to hold office until the conclusion of the next Annual General Meeting and that the Directors be authorised to fix their remuneration."

SPECIAL BUSINESS

ORDINARY RESOLUTION 7 - AUTHORITY TO ISSUE SHARES

"That, pursuant to Section 161 of the Companies Act, Cap. 50 and the rules, guidelines and measures issued by the Singapore Exchange Securities Trading Limited ("SGX-ST"), authority be and is hereby given to the Directors of the Company to: (A) (i) allot and issue shares in the capital of the Company whether by way of rights, bonus or otherwise;

make or grant offers, agreements, or options (collectively, "Instruments") that might or would require shares to be issued, including but not limited to the creation and issue of (as well as adjustments to) warrants, debentures or other instruments convertible into shares, allot and issue additional Instruments arising from adjustments made to the number of Instruments previously issued in the event of rights, bonus or capitalization issues, at any time and upon such terms and conditions and for such purposes and to such persons as the Directors may in their absolute discretion deem fit; and (notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue Shares in pursuance of any Instruments made or granted by the Directors while this Resolution was in force, the aggregate number of shares to be issued pursuant to this Resolution (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed 50 per cent of the total number of issued shares excluding treasury shares (as calculated in accordance with sub-paragraph (b) below), and provided further that where shareholders of the Company are not given the opportunity to participate in the same on a pro rata basis, then the aggregate number of shares to be issued under such circumstances (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed 20 per cent of the total number of issued shares excluding treasury shares (as calculated in accordance with sub-paragraph (b) below); and (subject to such manner of calculation and adjustments as may be prescribed by the SGX-ST) for the purpose of determining the aggregate number of shares that may be issued under sub- paragraph (a) above, the percentage of issued shares shall be based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the time this Resolution is passed, after adjusting for: new shares arising from the conversion or exercise of convertible securities; (where applicable) new shares arising from exercising share options or vesting of share awards outstanding or subsisting at the time of the passing of this Resolution, provided the options or awards were granted in compliance with the Listing Manual of the SGX-ST; and any subsequent bonus issue, consolidation or subdivision of shares; in exercising the authority conferred by this Resolution, the Company shall comply with the rules, guidelines and measures issued by the SGX-ST for the time being in force (unless such compliance has been waived by the SGX-ST) and the Constitution for the time being of the Company; and (unless revoked or varied by the Company in general meeting) the authority conferred by this Resolution shall continue in force until the conclusion of the next Annual General Meeting of the Company or the date by which the next Annual General Meeting of the Company is required by law to be held, whichever is the earlier." provided that:

There being no further business, the Meeting ended at 10:50 a.m. Chairman thanked the support of all the shareholders of Hotel Royal Limited.