Extraordinary/ Special General Meeting::Voluntary

LETTER TO SHAREHOLDERS DATED 28 JULY 2021

THIS LETTER TO SHAREHOLDERS IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. PLEASE READ IT CAREFULLY.

This Letter to Shareholders ("Letter") is circulated to the shareholders ("Shareholders") of Seroja Investments Limited. ("Company"). Its purpose is to provide Shareholders with relevant information pertaining to and to seek Shareholders' approval for the proposed Capital Reduction and Cash Distribution to be tabled at the Extraordinary General Meeting of the Company to be held by way of electronic means on 19 August 2021 at 2:00 p.m.

If you are in doubt about its contents or as to the action you should take, you should consult your stockbroker, bank manager, solicitor, accountant, tax adviser or other professional adviser immediately.

If you have sold or transferred all your shares in the capital of Seroja Investments Limited (the "Company") held through The Central Depository (Pte) Limited ("CDP"), you need not forward this Letter to the purchaser or transferee as arrangements will be made by CDP for a separate Letter to be sent to the purchaser or the transferee. If you have sold or transferred all your shares in the capital of the Company which are not deposited by the CDP, you should forward this Letter with the Notice of Extraordinary General Meeting and the attached Proxy Form immediately to the purchaser or the transferee or to the bank, stockholder or agent through whom the sale or transfer was effected for onward transmission to the purchaser or the transferee.

The Singapore Exchange Securities Trading Limited ("SGX-ST") assumes no responsibility for the correctness of any of the statements made, opinions expressed or reports contained in this Letter.

SEROJA INVESTMENTS LIMITED

(Incorporated in the Republic of Singapore)

(Company Registration No. 198300847M)

LETTER TO SHAREHOLDERS

IN RELATION TO

THE PROPOSED CAPITAL REDUCTION AND CASH DISTRIBUTION

IMPORTANT DATES AND TIMES
Last date and time for lodgement of Proxy Form	: 16 August 2021 at 2:00 p.m.
Date and time of Extraordinary General Meeting	:	19 August 2021 at 2:00 p.m.
Place of Extraordinary General Meeting	: The Extraordinary General Meeting will be held by way of
		electronic means

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TABLE OF CONTENTS

CONTENTS	PAGE
DEFINITIONS	3
LETTER TO SHAREHOLDERS
1.	INTRODUCTION	5
2.	THE PROPOSED CAPITAL REDUCTION AND CASH DISTRIBUTION	5
3.	INTERESTS OF DIRECTORS AND SUBSTANTIAL SHAREHOLDERS	13
4.	APPROVALS AND DIRECTORS' RECOMMENDATION	14
5.	EXTRAORDINARY GENERAL MEETING	14
6.	ACTION TO BE TAKEN BY SHAREHOLDERS	14
7.	DIRECTORS' RESPONSIBILITY STATEMENT	15
8.	DOCUMENTS AVAILABLE FOR INSPECTION	15
NOTICE OF EXTRAORDINARY GENERAL MEETING	16
PROXY FORM

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DEFINITIONS

Except where the context otherwise requires, the following definitions apply throughout this Letter:

"Act" or the "Companies Act"	: The Companies Act, Chapter 50 of Singapore.
"ACRA"	: The Accounting and Corporate Regulatory Authority of Singapore.
"Annual Report 2020"	: The annual report of the Company for FY2020.
"Board" or "Board of Directors"	: The board of Directors of the Company as at the date of this Letter.
"Books Closure Date"	: The time and date, to be determined by the Directors in their absolute
		discretion as they deem fit and announced by the Company, on and at
		which the Register of Members and share transfer books of the Company
		will be closed to determine the entitlements of Shareholders to the
		payment of the proposed Cash Distribution.
"Capital Reduction"	: The proposed capital reduction exercise to be undertaken by the
		Company pursuant to Section 78C of the Companies Act to reduce the
		issued and paid-up share capital of the Company.
"Cash Distribution"	: The proposed cash distribution by the Company to the Shareholders of
		$0.10 cents in cash for each Share held as at the Books Closure Date
		pursuant to the Capital Reduction.
"CDP"	: The Central Depository (Pte) Limited.
"Company"	:	Seroja Investments Limited.
"Constitution"	: The constitution of the Company comprising the memorandum and
		articles of association of the Company, as amended, modified or
		supplemented from time to time.
"Effective Date"	: The date on which the Capital Reduction becomes effective.
"EGM"	: The extraordinary general meeting of the Company to be convened and
		held on 19 August 2021, the notice of which is set out on pages 16 to 18
		of this Letter.
"EPS"	:	Earnings per Share.
"Expected Payment Date"	: The payment date for Shareholders' entitlements to Cash Distribution under
		the Capital Reduction, to be announced by the Company in due course.
"FY"	: Financial year ended or ending 31 December, as the case may be.
"Group"	: The Company and its subsidiaries.
"Latest Practicable Date"	: 1 July 2021, being the latest practicable date prior to the issue of this Letter.
"Letter"	: This letter to Shareholders dated 28 July 2021.
"Listing Manual"	: The Listing Manual of the SGX-ST as amended, modified or
		supplemented from time to time.
"Market Day"	: A day on which the SGX-ST is open for trading in securities.
"NAV"	:	Net asset value.
"Register of Members"	:	Register of members of the Company.

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	DEFINITIONS
"Securities Account"	: A securities account maintained by a Depositor with the CDP but not
	including a securities sub-account maintained with a Depository Agent.
"SFA"	: The Securities and Futures Act (Cap. 289) of Singapore.
"SGX-ST"	: Singapore Exchange Securities Trading Limited.
"SGXNET"	: Singapore Exchange Network, a system network used by listed companies
	in sending information and announcements to the SGX-ST or any other
	system networks prescribed by the SGX-ST.
"Shareholder(s)"	: The registered holder(s) of the Shares, except that where the registered
	holder is CDP, the term "Shareholders" shall, where the context admits,
	mean the Depositors to whose securities accounts maintained with CDP
	are credited with the Shares.
"Shares"	: Ordinary shares in the capital of the Company.
"Solvency Statement"	: Solvency statement required pursuant to Section 78C of the Companies Act.
"Substantial Shareholder"	: A person who has an interest in voting shares of the Company, the total
	votes attached to which is not less than 5% of the total votes attached to
	all the voting shares of the Company.
"%" or "per cent"	: Per centum or percentage.
"S$"	: Singapore dollars, the lawful currency of Singapore.
"US$"	: United States dollars, the lawful currency of the United States of America.

The terms "Depositor", "Depository Agent" and "Depository Register" shall have the meanings ascribed to them respectively in Section 81SF of the SFA or any statutory modification thereof, as the case may be.

Words importing the singular shall, where applicable, include the plural and vice versa, and words importing the masculine gender shall, where applicable, include the feminine and neuter genders. References to persons shall, where applicable, include corporations.

The headings in this Letter are inserted for convenience only and shall be ignored in construing this Letter.

Any reference in this Letter to any enactment is a reference to that enactment as for the time being amended or re- enacted. Any word defined under the Act, the SFA or the Listing Manual or any modification thereof and used in this Letter shall, where applicable, have the same meaning assigned to it under the Act, the SFA or the Listing Manual or any modification thereof, as the case may be, unless otherwise provided.

Any reference to a date and time of day in this Letter shall be a reference to Singapore date and time, unless otherwise stated.

Any discrepancies in the tables included herein between the amounts listed and the totals thereof are due to rounding; accordingly, figures shown as totals in certain tables may not be arithmetic aggregation of the figures which precede them.

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LETTER TO SHAREHOLDERS

SEROJA INVESTMENTS LIMITED

(Incorporated in the Republic of Singapore)

(Company Registration No. 198300847M)

Directors:	Registered Office:
Mr. Edwin Soeryadjaya (Non-Executive Chairman)	50 Raffles Place
Mr. Ng Soon Kai (Independent Director)	#06-00 Singapore Land Tower
Mr. Yap Kian Peng (Independent Director)	Singapore 048623
To: The Shareholders of the Company
Date: 28 July 2021
Dear Sir/Madam

THE PROPOSED CAPITAL REDUCTION AND CASH DISTRIBUTION

1. INTRODUCTION

1. The Directors refer to the Notice of EGM dated 28 July 2021, convening the EGM, which is scheduled to be held on 19 August 2021 at 2:00 p.m. by way of electronic means, and are proposing to seek the approval of the Shareholders for the proposed Capital Reduction and Cash Distribution, which were announced on 21 July 2021.
2. The purpose of this Letter, to be circulated to Shareholders, is to provide Shareholders with relevant information pertaining to and to seek Shareholders' approval for the proposed Capital Reduction and Cash Distribution to be tabled at the EGM. Details of the Capital Reduction and Cash Distribution, including the rationale for and the benefits to the Company, are set out in Section 2 below.
3. Shareholders are advised that the SGX-ST assumes no responsibility for the contents of this Letter, including the correctness of any of the statements or opinions made or reports contained in this Letter.

2. THE PROPOSED CAPITAL REDUCTION AND CASH DISTRIBUTION

2.1 Introduction

The Company is proposing to undertake the Capital Reduction pursuant to Section 78A read with Section 78C of the Companies Act.

Section 78C of the Companies Act requires that a public company proposing to undertake a capital reduction exercise should, inter alia, obtain the approval of its shareholders at a general meeting by way of a special resolution to be tabled at such general meeting.

The purpose of the Capital Reduction is to return to the Shareholders surplus capital of the Company in excess of its needs by way of the Cash Distribution of S$0.10 for each Share.

The Company will make the Cash Distribution of the sum of S$39,038,811.00 (equal to S$0.10 per Share to Shareholders), based on the issued and paid-up share capital of the Company of S$82,970,754.60 comprising 390,388,110 Shares as at the Latest Practicable Date, subject to the conditions in Section 2.6 below having been satisfied. The actual amount to be returned to Shareholders pursuant to the Capital Distribution will be based on the issued and paid-up share capital of the Company as at the Books Closure Date.

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