31 Mar 2021

Annual General Meeting to be Held on 23 April 2021

  1. Background. Sembcorp Marine Ltd (“Sembcorp Marine” or the “Company”) refers to:
    (a) the COVID-19 (Temporary Measures) Act 2020 which enables the Minister for Law by order to prescribe alternative arrangements for listed companies in Singapore to, inter alia, conduct general meetings, either wholly or partly, by electronic communication, video conferencing, tele-conferencing or other electronic means;
    (b) the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 (the “Order”) which sets out the alternative arrangements in respect of, inter alia, general meetings of companies; and
    (c) the joint statement by the Accounting and Corporate Regulatory Authority, Monetary Authority of Singapore and Singapore Exchange Regulation of 13 April 2020 (and subsequently updated on 27 April 2020, 22 June 2020 and 1 October 2020) which provides additional guidance on the conduct of general meetings during the period from 27 March 2020 to 30 June 2021.

  2. Date, time and conduct of AGM.  Sembcorp Marine wishes to announce that pursuant to the Order, its 58th Annual General Meeting (“AGM”) will be convened and held by way of electronic means on Friday, 23 April 2021 at 11.00 a.m. (Singapore time).

  3. Notice of AGM and proxy form. The Notice of AGM and proxy form will be sent to shareholders by electronic means via publication on our corporate website and on the SGX website. Printed copies of these documents will not be sent to shareholders. 

  4. No personal attendance at AGM. Due to the current COVID-19 situation in Singapore, shareholders will not be able to attend the AGM in person

  5. Alternative arrangements for participation at the AGM. Shareholders may participate in the AGM by:

    (a) observing and/or listening to the AGM proceedings via live audio-visual webcast or live audio-only stream;
    (b) submitting questions in advance of the AGM; and/or
    (c) appointing the Chairman of the Meeting as proxy to attend, speak and vote on their behalf at the AGM.

    Details of the steps for pre-registration, pre-submission of questions and voting at the AGM by shareholders shareholders, including CPF and SRS investors, are set out in the Appendix to this announcement. In addition, CPF and SRS investors who wish to appoint the Chairman of the Meeting as proxy should approach their respective CPF Agent Banks or SRS Operators to submit their votes by 5.00 p.m. on 13 April 2021. There will be no live voting or live Q&A at the AGM.

  6. Persons who hold shares through relevant intermediaries. Persons who hold Sembcorp Marine shares through relevant intermediaries (as defined in section 181 of the Companies Act, Chapter 50), other than CPF and SRS investors, and who wish to participate in the AGM by:

    (a) observing and/or listening to the AGM proceedings via live audio-visual webcast or live audio-only stream;
    (b) submitting questions in advance of the AGM; and/or
    (c) appointing the Chairman of the Meeting as proxy to attend, speak and vote on their behalf at the AGM,

    should contact the relevant intermediary through which they hold such shares as soon as possible in order for the necessary arrangements to be made for their participation in the AGM.

  7. Annual Report 2020 and Letter to Shareholders. The Annual Report 2020 and the Letter to Shareholders dated 31 March 2021 (in relation to the proposed renewal of the mandate for interested person transactions and the proposed renewal of the share purchase mandate) have been published on our corporate website, and may be accessed as follows:

    (a) the Annual Report 2020 may be accessed at the URL https://www.sembmarine.com/investor-relations/annual-report by clicking on the “DOWNLOAD PDF” button; and
    (b) the Letter to Shareholders dated 31 March 2021 may be accessed at the URL https://www.sembmarine.com/investor-relations/circular-to-shareholder by clicking on the hyperlink “Letter to Shareholders dated 31 March 2021”.

    The above documents may also be accessed at the SGX website at the URL https://www.sgx.com/securities/company-announcements.

  8. Key dates/deadlines. In summary, the key dates/deadlines which shareholders should take note of are set out in the table below:
    Key DatesActions
    9.00 a.m. on 31 March 2021
    (Wednesday) 
    Shareholders, including CPF and SRS investors, may begin to pre-register at the URL https://sembmarine-agm2021.listedcompany.com/
    registration
     for live audio-visual webcast/live audio-only stream of the AGM proceedings.

    5.00 p.m. on 13 April 2021
    (Tuesday) 
    Deadline for CPF and SRS investors who wish to appoint the Chairman of the Meeting as proxy to approach their respective CPF Agent Banks or SRS Operators to submit their votes.

    11.00 a.m, on 20 April 2021
    (Tuesday)
    Deadline for shareholders to:

    • pre-register for live audio-visual webcast/live audio-only stream of the AGM proceedings;
    • submit questions in advance; and
    • submit instruments appointing the Chairman of the Meeting as proxy
    11.00 a.m. on 22 April 2021
    (Thursday)
    Authenticated shareholders will receive an email with login credentials and instructions on how to access the live audio-visual webcast or live audio-only stream of the AGM proceedings (the “Confirmation Email”).

    Shareholders who do not receive the Confirmation Email by 11.00 a.m. on 22 April 2021, but have registered by the 20 April 2021 deadline should contact the Company’s Share Registrar, KCK CorpServe Pte. Ltd., at +65 6496 4993 between 9.00 a.m. and 5.00 p.m. on 22 April 2021.

    Date and time of AGM
    11.00 a.m. on 23 April 2021
    (Friday)
    Shareholders have to:

    • Click on the link in the Confirmation Email and follow the instructions to access the live audio-visual webcast of the AGM proceedings; or
    • Call the toll-free telephone number and follow the instructions in the Confirmation Email to access the live audio-only stream of the AGM proceedings.

  9. Further information. For more information, shareholders can refer to the FAQs on our corporate website at the URL https://www.sembmarine.com/investor-relations/investors-faq, or call our hotline number at +65 6971 7044.

  10. Important reminder. Due to the constantly evolving COVID-19 situation in Singapore, we may be required to change our arrangements for the AGM at short notice. Shareholders should check our corporate website at the URL https://www.sembmarine.com/investor-relations/annual-general-meeting or the SGX website at the URL https://www.sgx.com/securities/company-announcements for the latest updates on the AGM.

The Company would like to thank all shareholders for their co-operation in enabling us to hold the AGM with the optimum safe distancing measures amidst the COVID-19 pandemic.

 

By Order of the Board

Tan Yah Sze/Kem Huey Lee Sharon
Joint Company Secretaries
31 March 2021

 

Please click the below links to download:

  1. Notice of AGM
  2. Proxy Form for AGM
  3. Letter to Shareholders dated 31 March 2021
  4. SGX Announcement of AGM
  5. Annual Report 2020
  6. Sustainability Report 2020

 

For the full PDF of this announcement, please click here.


APPENDIX

Steps for pre-registration, pre-submission of questions and voting at the AGM

Shareholders will be able to observe and/or listen to the AGM proceedings through a live audio-visual webcast or live audio-only stream via their mobile phones, tablets or computers, submit questions in advance of the AGM and vote by appointing the Chairman of the Meeting as proxy to attend, speak and vote on their behalf at the AGM.

To do so, they will need to complete the following steps:

No.StepsDetails
1.Pre-registration

Shareholders, including CPF and SRS investors, can pre-register at the pre-registration website at https://sembmarine-agm2021.listedcompany.com/ registration from 9.00 a.m. on 31 March 2021 till 11.00 a.m. on 20 April 2021 to enable Sembcorp Marine to verify their status as shareholders.

Following the verification, authenticated shareholders will receive an email by 11.00 a.m. on 22 April 2021. The email will contain login credentials and instructions on how to access the live audio-visual webcast or live audio-only stream of the AGM proceedings.

Shareholders who do not receive an email by 11.00 am on 22 April 2021, but have registered by the 20 April 2021 deadline should contact the Company’s Share Registrar, KCK CorpServe Pte. Ltd., at +65 6496 4993 between 9.00 a.m. and 5.00 p.m. on 22 April 2021. 

2. Submit questions in advanceShareholders will not be able to ask questions at the AGM live during the webcast or audio-stream, and therefore it is important for shareholders to pre-register and submit their questions in advance of the AGM.

Submission of questions. Shareholders, including CPF and SRS investors, can submit questions related to the resolutions to be tabled for approval at the AGM to the Chairman of the Meeting, in advance of the AGM, in the following manner:

(a) Via pre-registration website. Shareholders who pre-register to observe and/or listen to the AGM proceedings may submit their questions via the pre-registration website at the URL https://sembmarine-agm2021.listedcompany.com/registration.

(b) By email. Shareholders may submit their questions via email to the Company at sembmarine-agm@kckcs.com.sg.

(c) By post. Shareholders may also submit their questions by post to the Company’s Share Registrar, KCK CorpServe Pte. Ltd., at 333 North Bridge Road #08-00, KH Kea Building, Singapore 188721.

When submitting your questions via email or by post, please also provide us with the following details:

  • your full name;
  • your address; and
  • the manner in which you hold shares in Sembcorp Marine (e.g., via CDP, CPF, SRS and/or scrip).

Deadline to submit questions. All questions must be submitted by 11.00 am on 20 April 2021.

Addressing questions. We will address all substantial and relevant questions received from shareholders before or during the AGM itself through live audio-visual webcast and live audio-only stream.

Minutes of AGM. We will publish the minutes of the AGM on our corporate website at the URL https://www.sembmarine.com/investor-relations/annual-general-meeting and on SGXNET, and the minutes will include the responses to substantial and relevant questions from shareholders which are addressed during the AGM.

3.Submit instruments appointing the Chairman of the Meeting as proxyShareholders will not be able to vote at the AGM live during the webcast or audio-only stream of the AGM proceedings. Shareholders (whether individual or corporate) who pre-register to observe and/or listen to the AGM proceedings and wish to vote on the resolutions to be tabled at the AGM must appoint the Chairman of the Meeting as their proxy to attend, speak and vote on their behalf at the AGM, in accordance with the instructions on the instrument of proxy.

Specific voting instructions to be given. Where shareholders (whether individual or corporate) appoint the Chairman of the Meeting as their proxy, they must give specific instructions as to voting, or abstentions from voting, in respect of a resolution in the proxy form, failing which the appointment of the Chairman of the Meeting as proxy for that resolution will be treated as invalid.

Submission of instrument of proxy. The instrument appointing the Chairman of the Meeting as proxy must be submitted to the Company in the following manner:
(a) if submitted by post, be lodged with the Company’s Share Registrar, KCK CorpServe Pte. Ltd., at 333 North Bridge Road #08-00, KH Kea Building, Singapore 188721; or
(b) if submitted electronically, be submitted via email to the Company’s Share Registrar at sembmarine-agm@kckcs.com.sg,
in either case, by 11.00 am on 20 April 2021.

A shareholder who wishes to submit an instrument of proxy must first download, complete and sign the proxy form, before submitting it by post to the address provided above, or before scanning and sending it by email to the email address provided above.

Due to the current COVID-19 situation in Singapore, shareholders are strongly encouraged to submit completed proxy forms electronically via email.

CPF or SRS investors who wish to appoint the Chairman of the Meeting as proxy should approach their respective CPF Agent Banks or SRS Operators to submit their votes by 5.00 pm on 13 April 2021.

 

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