General Announcement::Minutes of the 21st AGM

THOMSON MEDICAL GROUP LIMITED

(Incorporated in the Republic of Singapore)

(Company Registration No. 199908381D)

MINUTES OF THE ANNUAL GENERAL MEETING OF THE COMPANY HELD BY WAY OF ELECTROIC MEANS ON FRIDAY, 22 OCTOBER 2021 AT 2:00 P.M.

PRESENT
Directors:
Mr Ng Ser Miang	(Chairman)
Dr Wong Chiang Yin	(Group Chief Executive Officer)
Mr Wilson Sam	(Group Chief Financial Officer)
Mr Heng Kim Chuan Freddie
Mr Lim Wee Kiat
Mr Ong Pang Liang
Dr Lam Lee G
In Attendance:
Ms Tan Peck Yen	(Partner, Ernst & Young LLP)
Mr Edric Ng	(Senior Manager, Ernst & Young LLP)
Ms Foo Soon Soo	(Company Secretary)
Ms Lim Hoi Leong	(Company Secretary)
Mr Warren Wu	(Assistant Director, Corporate Communication / host for the meeting)

Shareholders and Other Attendees:As set out in the attendance records maintained by the Company.

COMMENCEMENT OF MEETING

Introduction

Mr Warren Wu, the host for the meeting welcomed all shareholders to the electronic Annual General Meeting ("AGM") of Thomson Medical Group Limited ("TMG").

Mr Wu briefed the meeting that in view of the COVID-19 situation and the safe distancing measures implemented by the Ministry of Health, the AGM was conducted by electronic means via live audio-visual webcast and audio-only streaming.

Mr Wu also informed the meeting that Mr Ng Ser Miang, the Chairman of the Board will chair the AGM.

Mr Wu introduced the Directors and invited Mr Wilson Sam, Group Chief Financial Officer ("GCFO"), to give a presentation on the results for the financial year ended 30 June 2021, prior to the commencement of the AGM.

After the GCFO presentation, Mr Wu handed over the meeting to Mr Ng to chair the meeting.

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Chairman's welcome note

The Chairman, Mr Ng Ser Miang welcomed all shareholders to the meeting and thanked the shareholders for joining the AGM through the live webcast.

The Chairman called the meeting to order and declared the AGM open after having confirmed that a quorum was present.

Notice of Annual General Meeting

As the Notice of AGM dated 30 September 2021 ("Notice of AGM") had been made available to all shareholders on SGXNet and the Company's website for the requisite period, the Chairman proposed that the Notice of AGM be taken as read.

Procedures for voting

Before the Chairman proceeded with the business of the AGM, he informed the shareholders that as set out in the Notice of AGM, all resolutions at the AGM would be voted by poll. Pursuant to the applicable regulations, the Chairman, in his capacity as Chairman of the meeting, had been appointed as proxy by shareholders who had directed him to vote according to their instructions.

All valid proxy forms received by the Company by the deadline for the depositing of proxy forms as specified in the Notice, had been accounted for and verified by B.A.C.S Private Limited, the appointed Scrutineer for the AGM. A copy of the Scrutineers' report setting out the voting results of each resolution had been provided to the Chairman.

Thereafter, the Chairman proceeded with the agenda of the meeting.

ORDINARY BUSINESS

1. Ordinary Resolution 1: Adoption of the Directors' Statement and the Audited Consolidated Financial Statements for the financial year ended 30 June 2021 and the Auditors' report thereon

The Chairman proposed Ordinary Resolution 1:

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

Based on the Scrutineers' report, the results of the votes were:

	No. of votes	Percentage (%)
Votes for	24,491,691,076	100.00%
Votes against	20,000	0.00%
Total votes cast	24,491,711,076	100.00%

Based on the result of the poll, the Chairman declared the resolution carried.

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2. Ordinary Resolution 2: Approval of a one-tier tax exempt final dividend of 0.015 Singapore cents per share for the financial year ended 30 June 2021

The Chairman proposed Ordinary Resolution 2:

"That a one-tier tax exempt final dividend of 0.015 Singapore cents per share for the financial year ended 30 June 2021 be and is hereby approved."

Based on the Scrutineers' report, the results of the votes were:

	No. of votes	Percentage (%)
Votes for	24,491,691,076	100.00%
Votes against	20,000	0.00%
Total votes cast	24,491,711,076	100.00%

Based on the result of the poll, the Chairman declared the resolution carried.

3. Ordinary Resolution 3: Re-election of Mr Wilson Sam as a Director

This agenda item relates to the re-election of Mr Wilson Sam as a Director pursuant to Article 105(2) of the Constitution of the Company.

The Chairman informed the shareholders that Mr Sam will, upon being re-elected as a Director, continue in office as an Executive Director and Group Chief Financial Officer.

The Chairman proposed Ordinary Resolution 3:

"That Mr Wilson Sam be and is hereby re-elected as Director of the Company."

Based on the Scrutineers' report, the results of the votes were:

	No. of votes	Percentage (%)
Votes for	24,491,234,176	100.00%
Votes against	476,900	0.00%
Total votes cast	24,491,711,076	100.00%

Based on the result of the poll, the Chairman declared the resolution carried.

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4. Ordinary Resolution 4: Re-election of Mr Lim Wee Kiat as a Director

This agenda item relates to the re-election of Mr Lim Wee Kiat, a Director retiring pursuant to Article

105(2) of the Company's Constitution.

The Chairman informed the shareholders that Mr Lim will upon being re-elected as Director, continue in office as a Non-ExecutiveNon-Independent Director, and remain as member of the Nominating and Remuneration Committee.

The Chairman proposed Ordinary Resolution 4:

"That Mr Lim Wee Kiat be and is hereby re-elected as Director of the Company."

Based on the Scrutineers' report, the results of the votes were:

	No. of votes	Percentage (%)
Votes for	24,483,629,676	99.97%
Votes against	8,081,400	0.03%
Total votes cast	24,491,711,076	100.00%

Based on the result of the poll, the Chairman declared the resolution carried.

1. Retirement of Mr Heng Kim Chuan Freddie
   The Chairman informed the shareholders that Mr Heng Kim Chuan Freddie, a Non-Executive Non- Independent Director will retire at the conclusion of this AGM in accordance with the constitution of the Company. The Board registered its appreciation to Mr Heng and thanked him for his contributions to the Board and the Company.
2. Ordinary Resolution 5: Approval of Directors' fee of up to S$360,000 for the financial year ending 30 June 2022
   The Chairman proposed Ordinary Resolution 5:
   "That the Directors' fee of up to S$360,000 for the financial year ending 30 June 2022 be and is hereby approved."

Based on the Scrutineers' report, the results of the votes were:

	No. of votes	Percentage (%)
Votes for	24,491,691,076	100.00%
Votes against	20,000	0.00%
Total votes cast	24,491,711,076	100.00%

Based on the result of the poll, the Chairman declared the resolution carried.

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7. Ordinary Resolution 6: Re-appointment of Ernst & Young LLP as auditors of the Company and to authorise the Directors to fix their remuneration

The Chairman proposed Ordinary Resolution 6:

"That Ernst & Young LLP be and are hereby re-appointed as auditors of the Company and to hold office until the conclusion of the next AGM and that the Directors be authorised to fix their remuneration."

Based on the Scrutineers' report, the results of the votes were:

	No. of votes	Percentage (%)
Votes for	24,491,691,076	100.00%
Votes against	20,000	0.00%
Total votes cast	24,491,711,076	100.00%

Based on the result of the poll, the Chairman declared the resolution carried.

SPECIAL BUSINESS

8. Ordinary Resolution 7: Continued Appointment of Dr Lam Lee G as an Independent Director for purposes of Rule 210(5)(d)(iii)(A) of the Listing Manual of the SGX-ST(first-tier voting by all shareholders)

The Chairman briefed the shareholders as follows:

1. that Rule 210(5)(d)(iii) of the Listing Manual will take effect on 1 January 2022. It provides that a director will not be independent if he has been a director for an aggregate period of more than nine years unless his continued appointment as an independent director has been sought and approved in separate resolutions by (A) all shareholders; and (B) shareholders, excluding the directors and the chief executive officer, and their respective associates.
2. Dr Lam has served for more than nine years on the Board of the Company and will be subject to the two-tier voting to seek shareholders' approval to his continued appointment as independent director.
3. Resolution 7 is for the first-tier voting where all shareholders can vote to give approval. Resolution 8 is for the second-tier voting where shareholders excluding the directors and CEO and their respective associates, can vote.

The Chairman proposed Ordinary Resolution 7 as set out under item 7 of the Notice of the AGM.

Based on the Scrutineers' report, the results of the votes were:

	No. of votes	Percentage (%)
Votes for	24,491,691,076	100.00%
Votes against	20,000	0.00%
Total votes cast	24,491,711,076	100.00%

Based on the result of the poll, the Chairman declared the resolution carried.

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