having an interest in the matter from the calculation base; and (3) to appoint an independent financial advisor (IFA) to give an opinion on the transaction and submit such opinion to the Office of the SEC
not less than three-fourths of the total votes of shareholders attending the meeting and having the right to vote, excluding the votes cast by shareholders having an interest in the matter from the
new ordinary shares by BBGI to directors, management and employees of BBGI and its subsidiaries (the “BBGI ESOP Scheme”) and further proposed the matter to the shareholders’ meeting for consideration
persons who will be 2 additional directors of the Company Agenda 6 To consider other matters (if any) Since the matters in agenda items 2 – 6 are related, the approval for each matter is conditional upon
the matters in agenda items 2 – 6 are related, the approval for each matter is conditional upon the other matters also being approved. Therefore, if any of such agenda items is rejected by the
matter (collectively, the “Interested Directors”). As a result, such Interested Directors did not attend the meeting nor cast votes on such agenda item. 8. Opinion of the Board of Directors on the entering
as interested directors with respect to this matter (collectively, the “Interested Directors”). As a result, such Interested Directors did not attend the meeting nor cast votes on such agenda item. 8
invest Sale of invest Sale of invest Sale of land a 3.5.1 Sale 3.5.2 Sale 3.5.3 Sale 3.5.4 Sale 3.5.5 Sale r matter (if an Natio he business r of the Compa he opinion o ctions of the approve th tments in
invitation to Shareholders’ Meeting and propose such matter to seek approval from the shareholders’ meeting for an entry into such transactions. Calculation of the Transaction Size Calculation criteria