LY CORPORATION LIMITED

Company Registration Number 201629154K

(Incorporated in the Republic of Singapore)

(the "Company")

MINUTES of the Annual General Meeting of the Company held by electronic means on Monday, 28 June 2021 at 10.30 a.m.

Note: Unless otherwise defined, capitalised terms used herein shall have the same meaning as their respective definitions in the Company's Annual Report and the accompanying Appendix dated 11 June 2021.

PRESENT

DIRECTORS

Mr Tan Kwee Chai

Executive Chairman

Mr Tan Yong Chuan

Executive Director and Chief Executive Officer

Ms Tan Ai Luang

Executive Director

Mr Oh Seong Lye

Independent Director

Mr Lee Dah Khang

Lead Independent Director

Mr Yeo Kian Wee Andy

Independent Director

In Attendance By Invitation

As per Attendance List

Shareholders

As per Attendance List

The Company Secretary's representative, Ms. Chan Wan Mei welcomed all present at the Annual General Meeting (the "Meeting") of the Company.

She informed that the Meeting was conducted and held by electronic means pursuant to the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 and Shareholders were given an option to watch the "live" webcast or listen to the "live" audio feed.

She informed all votes had been casted by the Chairman of the Meeting (the "Chairman") as proxy for all resolutions prior to the Meeting. It was noted that proxy forms had been verified and poll results had been collected, counted and validated by the Company's appointed scrutineer, Entrust Advisory Pte. Ltd..

She also informed that the Company had announced the responses to the questions from Shareholders on 25 June 2021 on SGXNet and the Company's website.

She further informed that the Meeting is a private event strictly for Shareholders and recording of the Meeting in any form is strictly prohibited by the Company. Subsequently, she handed over the Meeting to the Company's Lead Independent Director, Mr. Lee Dah Khang.

Mr. Lee Dah Khang presided as Chairman of the Meeting and he welcomed all Shareholders who had joined the Meeting via "live" webcast or via the "live" audio feed. The Chairman went on to introduce the Directors and Management to the Shareholders.

- Page 1 -

LY CORPORATION LIMITED

Company Registration Number 201629154K

Minutes of Annual General Meeting held on 28 June 2021

QUORUM

As the quorum was present, the Chairman called the Meeting to order.

NOTICE OF MEETING

The Notice convening the Meeting, having been in the hands of the Shareholders for the requisite statutory period, was taken as read.

ORDINARY BUSINESS

RESOLUTION 1: DIRECTORS' STATEMENT AND AUDITED FINANCIAL STATEMENTS TOGETHER WITH THE INDEPENDENT AUDITOR'S REPORT

The Meeting proceeded to receive and adopt the Directors' Statement and Audited Financial Statements of the Company for the financial year ended 31 December 2020 together with the Independent Auditor's Report thereon.

The Chairman announced the result of the poll as follows:

Resolution 1:

FOR

AGAINST

TOTAL

Vote

421,699,462

0

421,699,462

Percentage

100.00%

0.00%

100.00%

Based on the result, the Chairman declared that resolution 1 was carried and RESOLVED:

That the Directors' Statement and Audited Financial Statements of the Company for the financial year ended 31 December 2020 together with the Independent Auditor's Report thereon, be and are hereby received and adopted.

RESOLUTION 2: DECLARATION OF TAX-EXEMPT(ONE-TIER) FINAL DIVIDEND

The Directors had recommended the payment of a tax-exempt(one-tier) final dividend of 0.1297 Singapore Cent per ordinary share for the financial year ended 31 December 2020.

Shareholders were informed that the proposed dividend, if approved, would be paid on a date to be announced by the Company on the SGXNET on a later date.

The Chairman announced the result of the poll as follows:

Resolution 2:

FOR

AGAINST

TOTAL

Vote

421,699,462

0

421,699,462

Percentage

100.00%

0.00%

100.00%

Based on the result, the Chairman declared that resolution 2 was carried and RESOLVED:

That the tax-exempt(one-tier) final dividend of 0.1297 Singapore Cent per ordinary share for the financial year ended 31 December 2020 be and is hereby approved.

- Page 2 -

LY CORPORATION LIMITED

Company Registration Number 201629154K

Minutes of Annual General Meeting held on 28 June 2021

RESOLUTION 3: DIRECTORS' FEES FOR FINANCIAL YEAR ENDING 31 DECEMBER 2021

The Directors had recommended the payment of Directors' fees of up to S$150,000 for the financial year ending 31 December 2021, to be paid quarterly in arrears.

The Chairman announced the result of the poll as follows:

Resolution 3:

FOR

AGAINST

TOTAL

Vote

421,699,462

0

421,699,462

Percentage

100.00%

0.00%

100.00%

Based on the result, the Chairman declared that resolution 3 was carried and RESOLVED:

That the Directors' fees of up to S$150,000 for the financial year ending 31 December 2021, to be paid quarterly in arrears be approved.

RESOLUTION 4: RE-ELECTION OF MR TAN YONG CHUAN AS DIRECTOR

Resolution 4 was to re-elect Mr Tan Yong Chuan, who is retiring under Regulation 98 of the Company's Constitution, as Director.

Upon re-election as a Director of the Company, Mr. Tan Yong Chuan would remain as the Executive Director and Chief Executive Officer of the Company, and a member of the Nominating Committee.

The Chairman announced the result of the poll as follows:

Resolution 4:

FOR

AGAINST

TOTAL

Vote

421,699,462

0

421,699,462

Percentage

100.00%

0.00%

100.00%

Based on the result, the Chairman declared that resolution 4 was carried and RESOLVED:

That Mr. Tan Yong Chuan be and is hereby re-elected as Director of the Company pursuant to Regulation 98 of the Constitution of the Company.

RESOLUTION 5: RE-ELECTION OF MR YEO KIAN WEE ANDY AS DIRECTOR

Resolution 5 was to re-elect Mr Yeo Kian Wee Andy, who is retiring under Regulation 98 of the Company's Constitution, as Director.

Upon re-election as a Director of the Company, Mr. Yeo Kian Wee Andy would continue in office as the Independent Director, Chairman of the Remuneration Committee and a member of the Audit and Risk Committee, and be considered independent for the purpose of Rule 704(7) of the Rules of Catalist of the Singapore Exchange Securities Trading Limited.

- Page 3 -

LY CORPORATION LIMITED

Company Registration Number 201629154K

Minutes of Annual General Meeting held on 28 June 2021

The Chairman announced the result of the poll as follows:

Resolution 5:

FOR

AGAINST

TOTAL

Vote

421,699,462

0

421,699,462

Percentage

100.00%

0.00%

100.00%

Based on the result, the Chairman declared that resolution 5 was carried and RESOLVED:

That Mr. Yeo Kian Wee Andy be and is hereby re-elected as Director of the Company pursuant to Regulation 98 of the Constitution of the Company.

RESOLUTION 6: RE-APPOINTMENT OF AUDITORS

Resolution 6 was to re-appoint Messrs Ernst & Young LLP as the Company's Auditors and to authorise the Directors to fix their remuneration.

Messrs Ernst & Young LLP had expressed their willingness to continue in office.

The Chairman announced the result of the poll as follows:

Resolution 6:

FOR

AGAINST

TOTAL

Vote

421,699,462

0

421,699,462

Percentage

100.00%

0.00%

100.00%

Based on the result, the Chairman declared that resolution 6 was carried and RESOLVED:

That Messrs Ernst & Young LLP be and is hereby re-appointed as the Company's Auditors and the Directors were authorised to fix their remuneration.

SPECIAL BUSINESS

RESOLUTION 7: AUTHORITY TO ALLOT AND ISSUE SHARES

Resolution 7 was to seek Shareholders' approval for a general mandate for the Directors to allot and issue shares pursuant to Section 161 of the Companies Act and the Rules of Catalist of the Singapore Exchange Securities Trading Limited.

The Chairman announced the result of the poll as follows:

Resolution 7:

FOR

AGAINST

TOTAL

Vote

421,699,462

0

421,699,462

Percentage

100.00%

0.00%

100.00%

- Page 4 -

LY CORPORATION LIMITED

Company Registration Number 201629154K

Minutes of Annual General Meeting held on 28 June 2021

Based on the result, the Chairman declared that resolution 7 was carried and RESOLVED:

That pursuant to Section 161 of the Companies Act (Chapter 50) of Singapore ("Companies Act") and Rule 806 of the Singapore Exchange Securities Trading Limited ("SGX-ST") Listing Manual Section B: Rules of Catalist ("Catalist Rules"), authority be and is hereby given to the Directors of the Company to:

  1. (i) allot and issue shares in the capital of the Company ("Shares") (whether by way of rights, bonus or otherwise); and/or
    1. make or grant offers, agreements or options or convertible securities (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 of the Company 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 in pursuance of any Instrument made or granted by the Directors of the Company while this Resolution was in force,

provided that:

  1. the aggregate number of the Shares to be issued pursuant to this Resolution (including Shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) shall not exceed 100% of the total number of issued Shares (excluding treasury shares and subsidiary holdings and as calculated in accordance with sub- paragraph (2) below), and provided further that where shareholders of the Company ("Shareholders") are not given the opportunity to participate in the same on a pro-rata basis, then the Shares to be issued under such circumstances (including the Shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) shall not exceed 50% of the total number of issued Shares (excluding treasury shares and subsidiary holdings and as calculated in accordance with sub-paragraph (2) below);
  2. (subject to such manner of calculation as may be prescribed by the SGX-ST from time to time) for the purpose of determining the aggregate number of the Shares that may be issued under sub-paragraph (1) above, the total number of issued Shares (excluding treasury shares and subsidiary holdings) shall be based on the total number of issued Shares (excluding treasury shares and subsidiary holdings) at the time of passing this Resolution, after adjusting for:
    1. new Shares arising from the conversion or exercise of any convertible securities;
    2. new Shares arising from the exercising of share options or vesting of share awards which are outstanding or subsisting at the time this Resolution is passed, provided that such share options or share awards were granted in compliance with Part VIII of Chapter 8 of the Catalist Rules of the SGX-ST; and
    3. any subsequent bonus issue, consolidation or subdivision of Shares;

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LY Corporation Ltd. published this content on 19 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 July 2021 10:58:25 UTC.