30. IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES AND PERPETUAL BOND (CONT’D.) Irredeemable Convertible Preference Shares (cont’d.) The salient terms of the ICPS were as follows: (cont’d.) (d) Conversion (cont’d.) (ii) Conversion Ratio (cont’d.) I f the conversion results in a fractional entitlement to new ordinary shares, such fractional entitlement will be disregarded and no refund or credit, whether in the form of ICPS, cash or otherwise, will be given in respect of the disregarded fractional entitlement. (iii) Conversion Process T he conversion of the ICPS shall be exercised by ICPS Holder delivering a duly completed and signed notice to convert to the share registrar of the Company. T he notice to convert shall be in such form as may be prescribed from time to time by the Company or in accordance with Applicable Laws (“Conversion Notice”). A holder of ICPS who has issued a Conversion Notice (“Converting ICPS Holder”) shall furnish to the Company such supporting documents or information as may be prescribed by the Company or as may be required under Applicable Laws. T he duly completed and valid Conversion Notice shall be irrevocable after receipt thereof by the share registrar of the Company and the right to receive any preferential dividends referred to in the Constitution relating to the ICPS that have been converted into ordinary shares shall cease as from the date of issue and allotment of the new ordinary shares. S ubject to Applicable Laws, within eight (8) Market Days from the date of receipt by the Company of a Conversion Notice or such other period as may be prescribed or allowed by the Exchange, the Company shall: – allot and issue to the relevant Converting ICPS Holders, such number of ordinary shares to which such holders are entitled to receive, credited as fully paid-up (“Conversion Shares”), and shall cause the Securities Account of the said holders to be credited with such number of Conversion Shares; – despatch a notice of allotment to the relevant Converting ICPS Holders in respect of the Conversion Shares; and – make an application to the Exchange for the listing of and quotation for the Conversion Shares. (e) Ranking of the new ordinary shares The new ordinary shares to be issued upon conversion of the ICPS shall, upon allotment and issue, rank equally in all respects with the existing issued ordinary shares including the entitlements to dividends, rights, allotments or other distributions, except that the new ordinary shares shall not be entitled to any dividends, rights, allotments and/or other distributions of which may be declared, made or paid, the entitlement date is before the date of allotment of such new ordinary shares. (f) Redemption The ICPS shall not be redeemable. (g) Transferability T he ICPS shall be transferable and shall be subject to the same provisions of transferability of ordinary shares as are set out in the Constitution of the Company. 249 FINANCIAL STATEMENTS & OTHER INFORMATION
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