General Announcement::Minutes of Annual General Meeting held on 28 October 2021

IPS SECUREX HOLDINGS LIMITED

(Company Registration No. 201327639H)

(Incorporated in Singapore)

		(the "Company")
	MINUTES OF ANNUAL GENERAL MEETING
PLACE	: Live webcast via https://globalmeeting.bigbangdesign.co/ips/
DATE	: Thursday, 28 October 2021
TIME	:	9.00 a.m.
PRESENT	: Please see attendance list.
IN ATTENDANCE	: Please see attendance list.
CHAIRMAN	:	Mr. Chan Tien Lok

Unless otherwise defined herein or the context otherwise requires, all capitalised terms used herein shall bear the same meanings ascribed to them in the Company's announcement dated 11 October 2021 and the Company's Annual Report 2021.

INTRODUCTION

The Chairman of the Board introduced the Directors present at the AGM.

QUORUM

The chairman ("Chairman") of the annual general meeting of the Company ("AGM") sought the confirmation of the Company Secretary that a quorum was present and the Company Secretary confirmed that the quorum necessary for a general meeting as set out in the constitution of the Company ("Constitution") was present. Therefore, the Chairman declared the AGM open at 9.00 a.m..

NOTICE

With the consent of the Chairman, the Notice of AGM was taken as read. Proxy forms lodged have been checked and found to be in order.

VOTING BY POLL

The Chairman briefed the shareholders of the Company ("Shareholders") that in view of the Alternative Arrangements Order, Shareholders will not be able to vote online at the live webcast AGM. Instead, Shareholders who wish to exercise their votes must submit a proxy form to appoint the Chairman of the AGM to vote on their behalf. Proxy forms lodged have been checked and found to be in order.

The Chairman informed that all resolutions to be tabled at the AGM would be voted upon by way of poll as required under the Listing Manual - Section B: Rules of Catalist ("Catalist Rules") of the Singapore Exchange Securities Trading Limited ("SGX-ST"). All the motions have been duly voted by the Shareholders through the submissions of the proxy forms to the Share Registrar and the Scrutineer has verified the counting of all votes casted through the proxy forms.

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Minutes of Annual General Meeting held on 28 October 2021

The Chairman informed that Boardroom Corporate & Advisory Services Pte. Ltd. was appointed as the polling agent and RL Law LLC ("Scrutineer") was appointed as the scrutineer for the poll of the AGM.

QUESTIONS FROM SHAREHOLDERS FOR THE AGM

The Chairman informed that based on information provided in the Notice of AGM and the Company's announcement dated 11 October 2021, Shareholders will not be able to ask questions at the live webcast AGM. As at the Registration Deadline at 9.00 a.m. on 26 October 2021 for the submission of questions by Shareholders relating to resolutions to be tabled for approval at the AGM or to the Company's businesses and operations, the Company has received questions relating to the resolutions from shareholders and Securities Investors Association (Singapore) and the Company had already published its responses to substantial and relevant questions asked by shareholder and SIAS via SGXNet on 27 October 2021 ("Response"). A copy of the Response is annexed hereto and marked as Appendix 1.

ORDINARY BUSINESSES:

1. AUDITED FINANCIAL STATEMENTS, DIRECTORS' STATEMENT OF THE COMPANY AND AUDITORS' REPORT FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021 - RESOLUTION 1

The AGM proceeded to receive and adopt the Audited Financial Statements, Directors' Statement of the Company and Auditors' Report for the financial year ended 30 June 2021.

The voting results of the poll for Resolution 1 were as follows:

	Total Votes	Percentage of Total
		Votes
For the Resolution	309,801,500	99.996%
Against the Resolution	12,000	0.004%
Abstained from the	0	0%
Resolution

Based on the above result, the Chairman declared the motion carried and it was

RESOLVED:

"That the Directors' Statement and Audited Financial Statements of the Company and the Group for the financial year ended 30 June 2021 together with the Auditors' Report be and are hereby received and adopted."

2. DIRECTORS' FEES FOR THE FINANCIAL YEAR ENDING 30 JUNE 2022 PAYABLE HALF YEARLY IN ARREARS - RESOLUTION 2

The Board had recommended the payment of Directors' fees of S$205,216 for the financial year ending 30 June 2022 payable half yearly in arrears.

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Minutes of Annual General Meeting held on 28 October 2021

The voting results of the poll for Resolution 2 were as follows:

	Total Votes	Percentage of Total
		Votes
For the Resolution	309,381,500	99.996%
Against the Resolution	12,000	0.004%
Abstained from the	1,020,000 (1)	N/A
Resolution

Based on the above result, the Chairman declared the motion carried and it was

RESOLVED:

"That the payment of the Directors' fees of S$205,216 for the financial year ending 30 June 2022 payable half yearly in arrears be approved."

Note:

1. Mr. Chan Tien Lok, Mr. Ong Beng Chye and Mr. Tan Peng Chin Joseph had abstained from voting on Resolution 2 in respect of the approval of Directors' fees amounting to S$205,216 for the financial year ending 30 June 2022 as they each hold 120,000, 300,000 and 600,000 ordinary shares respectively.

3. RE-ELECTION OF MR. CHAN TIEN LOK AS A DIRECTOR - RESOLUTION 3

As resolution 3 deals with Mr. Chan Tien Lok, who was retiring as a Director of the Company in accordance with Regulation 91 of the Constitution of the Company, he had requested Mr. Kelvin Lim Ching Song ("Mr. Kelvin Lim") to take over the chairmanship and read the proceedings of this resolution on his behalf and had signified his consent to continue in office.

The voting results of the poll for Resolution 3 were as follows:

	Total Votes	Percentage of Total
		Votes
For the Resolution	309,801,500	99.996%
Against the Resolution	12,000	0.004%
Abstained from the	0	0%
Resolution

Based on the above result, the Chairman declared the motion carried and it was

RESOLVED:

"That Mr. Chan Tien Lok, who retired from office in accordance with Regulation 91 of the Constitution of the Company and being eligible, offered himself for re-election, be and is hereby re-elected as a Director of the Company."

Mr. Kelvin Lim returned the chairmanship to Mr. Chan Tien Lok to resume the conduct of the meeting.

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Minutes of Annual General Meeting held on 28 October 2021

4. RE-ELECTION OF MR. JOSEPH TAN PENG CHIN AS A DIRECTOR - RESOLUTION 4

Mr. Joseph Tan Peng Chin who was retiring as a Director of the Company in accordance with Regulation 91 of the Constitution of the Company, had signified his consent to continue in office.

The voting results of the poll for Resolution 4 were as follows:

	Total Votes	Percentage of Total
		Votes
For the Resolution	309,801,500	99.996%
Against the Resolution	12,000	0.004%
Abstained from the	0	0%
Resolution

Based on the above result, the Chairman declared the motion carried and it was

RESOLVED:

"That Mr. Joseph Tan Peng Chin, who retired from office in accordance with Regulation 91 of the Constitution of the Company and being eligible, offered himself for re- election, be and is hereby re-elected as a Director of the Company."

Mr. Joseph Tan Peng Chin will, upon re-election as a Director of the Company, remain as the Chairman of the Nominating Committee and Remuneration Committee and a member of the Audit Committee and will be considered independent for the purpose of Rule 704(7) of the Catalist Rules."

5. RE-APPOINTMENT OF MESSRS KPMG LLP AS THE AUDITORS OF THE COMPANY AND TO AUTHORISE THE DIRECTORS TO FIX THEIR REMUNERATION - RESOLUTION 5

Subject to Shareholders' approval at the AGM, the Board had proposed to re-appoint Messrs KPMG LLP as the Auditors of the Company for the ensuing year and sought Shareholders' authority for the Directors to fix their remuneration.

The voting results of the poll for Resolution 5 were as follows:

	Total Votes	Percentage of Total
		Votes
For the Resolution	309,801,500	99.996%
Against the Resolution	12,000	0.004%
Abstained from the	0	0%
Resolution

Based on the above result, the Chairman declared the motion carried and it was

RESOLVED:

"That KPMG LLP, who have expressed their willingness to continue in office, be and are hereby re-appointed as Auditors until the conclusion of the next AGM at a fee to be agreed between the Directors and KPMG LLP."

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Minutes of Annual General Meeting held on 28 October 2021

ANY OTHER BUSINESS

As no notice of any other ordinary business to be transacted at the AGM had been received by the Company Secretary, the AGM proceeded to deal with the special business outlined in the Notice of AGM.

SPECIAL BUSINESSES:

6. AUTHORITY TO ALLOT AND ISSUE SHARES PURSUANT TO SECTION 161 OF THE COMPANIES ACT, CHAPTER 50 AND RULE 806 OF THE CATALIST RULES

- RESOLUTION 6

Shareholders were informed that Resolution 6 was to authorise the Directors to allot and issue shares pursuant to Section 161 of the Companies Act and Rule 806 of the Catalist Rules.

The voting results for the poll of Resolution 6 were as follows:

	Total Votes	Percentage of Total
		Votes
For the Resolution	309,801,500	99.996%
Against the Resolution	12,000	0.004%
Abstained from the	0	0%
Resolution

Based on the above result, the Chairman declared the motion carried and it was

RESOLVED:

That pursuant to Section 161 of the Companies Act, Chapter 50 ("Companies Act") and Rule 806 of the Catalist Rules of the Singapore Exchange Securities Trading Limited ("SGX-ST"), the Directors of the Company be authorised and empowered to:

1. (i) allot and issue shares in the Company ("Shares") whether by way of rights, bonus or otherwise; and/or
2. 1. 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) options, warrants, debentures or other instruments convertible into Shares,

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

1. (notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue Shares pursuant to any Instrument made or granted by the Directors of the Company while this Resolution was in force,

("Share Issue Mandate")

PROVIDED ALWAYS that:

1. the aggregate number of Shares (including Shares to be issued pursuant to the Instruments, made or granted pursuant to this Resolution) and