General Announcement::Minutes of Annual General Meeting held on 30 July 2021

KSH Holdings Limited

(Company Registration Number: 200603337G)

(Incorporated in the Republic of Singapore on 9 March 2006)

(the "Company")

MINUTES OF ANNUAL GENERAL MEETING

COMMENCEMENT OF MEETING

The Chairman welcomed the Shareholders to the Company's Annual General Meeting.

The Chairman noted that Shareholders were invited to submit their questions prior to the meeting and the Company had responded to the questions by posting its replies via SGXNet the day before the Annual General Meeting, on 29 July 2021.

The Chairman noted that as Chairman of the Annual General Meeting, he had been appointed as proxy by shareholders to vote for and against certain resolutions, and to abstain from voting on certain resolutions, to be proposed at the meeting. Accordingly, he would be voting according to their directions stated in the proxy forms.

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The Chairman noted that proxies lodged had been checked and found in order.

QUORUM

As a quorum was present, the Chairman declared the meeting open.

PROCEEDINGS OF MEETING

The Chairman noted that the Notice of Annual General Meeting, having been in the Shareholders' hands for the statutory period, was taken as read.

The Chairman introduced the Board of Directors and the Chief Financial Officer of the Company to the meeting.

It was noted that DrewCorp Services Pte Ltd ("DrewCorp") had been appointed as the Scrutineers and Boardroom Corporate & Advisory Services Pte Ltd ("Boardroom") had been appointed as the Polling Agent.

It was noted that the poll voting paper signed by the Chairman based on the directions given in the proxy forms had been submitted to Boardroom and scrutinised by DrewCorp. The poll results would be announced after all resolutions have been tabled.

ORDINARY BUSINESS:

1. ADOPTION OF STATEMENT OF THE DIRECTORS AND ACCOUNTS

Resolution 1 on the Agenda was to receive and adopt the Audited Accounts for the financial year ended 31 March 2021 and the Statement of the Directors and Auditor's Report of the Company.

The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):

"Resolved that the Directors' Statement and Audited Accounts of the Company for the financial year ended 31 March 2021 together with Auditors' Report submitted to the Meeting, be and are hereby approved and adopted."

2. DECLARATION OF A FINAL TAX EXEMPT (ONE-TIER)CASH DIVIDEND OF 1.20 CENTS PER SHARE FOR THE FINANCIAL YEAR ENDED 31 MARCH 2020

Resolution 2 on the Agenda was to declare a final tax exempt (one-tier) cash dividend of 1.00 cents per share for the financial year ended 31 March 2021.

The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):

"Resolved that a final tax exempt (one-tier) cash dividend of 1.00 cents per share for the financial year ended 31 March 2021 be and is hereby approved."

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1. DIRECTORS' FEES OF S$155,000 TO BE PAID QUARTERLY IN ARREARS FOR THE FINANCIAL YEAR ENDING 31 MARCH 2022 TO THE INDEPENDENT DIRECTORS
   Resolution 3 on the Agenda was to approve the payment of Directors' fees to the
   Independent Directors for the financial year ending 31 March 2022. It was noted that the Board of Directors had recommended the payment of a sum of S$155,000 as
   Directors' fees to the Independent Directors for the financial year ending 31 March
   2022, to be paid quarterly in arrears.
   The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):
   "Resolved that the payment of Directors' fees of S$155,000 to be paid quarterly in arrears for the financial year ending 31 March 2022 to the Independent Directors be and is hereby approved.
2. RE-ELECTIONOF MR TOK CHENG HOE AS A DIRECTOR
   Resolution 4 on the Agenda was to re-elect Mr Tok Cheng Hoe who was retiring by rotation.
   Mr Tok Cheng Hoe was retiring pursuant to Article 89 of the Company's Constitution and being eligible, offered himself for re-election. Mr Tok Cheng Hoe would, upon re- election as a Director of the Company, remain as an Executive Director.

The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):

"Resolved that Mr Tok Cheng Hoe be and is hereby re-elected as a Director of the Company pursuant to Article 89 of the Company's Constitution."

5. RE-ELECTIONOF MR KWOK NGAT KHOW AS A DIRECTOR

Resolution 5 on the Agenda was to re-elect Mr Kwok Ngat Khow who was retiring by rotation.

Mr Kwok Ngat Khow was retiring pursuant to Article 89 of the Company's

Constitution and being eligible, offered himself for re-election. Mr Kwok Ngat Khow would, upon re-election as a Director of the Company, remain as an Executive Director.

The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):

"Resolved that Mr Kwok Ngat Khow be and is hereby re-elected as a Director of the Company pursuant to Article 89 of the Company's Constitution."

6. RE-ELECTIONOF MR KHUA KIAN KHENG IVAN AS A DIRECTOR

Resolution 6 on the Agenda was to re-elect Mr Khua Kian Kheng Ivan who was retiring by rotation.

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Mr Khua Kian Kheng Ivan was retiring pursuant to Article 89 of the Company's Constitution and being eligible, offered himself for re-election. Mr Khua Kian Kheng Ivan would, upon re-election as a Director of the Company, remain an Independent Director of the Company as well as the Chairman of the Nominating Committee and a member of each of the Remuneration Committee and Audit and Risk Committee and will be considered independent of Management.

The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):

"Resolved that Mr Khua Kian Kheng Ivan be and is hereby re-elected as a Director of the Company pursuant to Article 89 of the Company's Constitution."

1. APPROVAL OF MR KHUA KIAN KHENG IVAN'S CONTINUED APPOINTMENT AS AN INDEPENDENT DIRECTOR BY ALL SHAREHOLDERS IN ACCORDANCE WITH RULE 210(5)(D)(III) OF THE LISTING MANUAL OF THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED WHICH WILL TAKE EFFECT ON 1 JANUARY 2022
   Resolution 7 on the Agenda was to approve Mr Khua Kian Kheng Ivan's continued appointment as an Independent Director by all shareholders in accordance with Rule 210(5)(d)(iii) of the Listing Manual of the Singapore Exchange Securities Trading Limited which will take effect on 1 January 2022.
   The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):
   "Resolved that contingent upon the passing of Ordinary Resolution 6 above, and in accordance with Rule 210(5)(d)(iii) of the Listing Manual of the Singapore Exchange Securities Trading Limited which will take effect on 1 January 2022, approval be and is hereby given by shareholders for Mr Khua Kian Kheng Ivan's continued appointment as an Independent Director of the Company, this Resolution to remain in force until the earlier of Mr Khua Kian Kheng Ivan's retirement or resignation; or the conclusion of the third Annual General Meeting following the passing of Ordinary Resolution 8 below."
2. APPROVAL OF MR KHUA KIAN KHENG IVAN'S CONTINUED APPOINTMENT AS AN INDEPENDENT DIRECTOR BY SHAREHOLDERS (EXCLUDING DIRECTORS, CHIEF EXECUTIVE OFFICER, AND THEIR ASSOCIATES) IN ACCORDANCE WITH RULE 210(5)(D)(III) OF THE LISTING MANUAL OF THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED WHICH WILL TAKE EFFECT ON 1 JANUARY 2022
   Resolution 8 on the Agenda was to approve Mr Khua Kian Kheng Ivan's continued appointment as an Independent Director by shareholders (excluding directors, chief executive officer, and their associates) in accordance with Rule 210(5)(d)(iii) of the Listing Manual of the Singapore Exchange Securities Trading Limited which will take effect on 1 January 2022.
   It was noted that the Directors, who are also shareholders of the Company, had abstained from voting at the meeting in respect of Ordinary Resolution 8.

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The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):

"Resolved that contingent upon the passing of Ordinary Resolution 7 above, and in accordance with Rule 210(5)(d)(iii) of the Listing Manual which will take effect on 1 January 2022, approval be and is hereby given by shareholders (excluding directors, chief executive officer, and their associates) for Mr Khua Kian Kheng Ivan's continued appointment as an Independent Director of the Company, this Resolution to remain in force until the earlier of Mr Khua Kian Kheng Ivan's retirement or resignation; or the conclusion of the third Annual General Meeting following the passing of Ordinary Resolution 7 above."

9. RE-APPOINTMENTOF AUDITOR

Resolution 9 on the Agenda was to re-appoint Messrs Ernst & Young LLP as the

Company's Auditor and to authorise the Directors to fix the Auditor's remuneration.

The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):

"Resolved that Messrs Ernst & Young LLP, Public Accountants and Certified Public Accountants, Singapore, be and are hereby re-appointed as the Auditor of the Company, to hold office until the conclusion of the next Annual General Meeting and that the Directors be and are hereby authorised to fix their remuneration."

SPECIAL BUSINESS:

10. AUTHORITY TO ALLOT AND ISSUE SHARES UP TO 100 PER CENTUM (100%) OF THE TOTAL NUMBER OF ISSUED SHARES

Resolution 10 on the Agenda was to authorise the Directors to allot and issue shares in the Company pursuant to Section 161 of the Companies Act, Cap. 50, of Singapore, the details of which are set out in the text of the Ordinary Resolution in item 8 and Explanatory Note (ii) of the Notice of Annual General Meeting.

The following resolution was then passed by way of poll (detailed results of which are appended as an appendix hereto):

"Resolved that pursuant to Section 161 of the Companies Act, Cap. 50, of Singapore ("Companies Act") and listing rules of the Singapore Exchange Securities Trading

Limited ("SGX-ST"), authority be and is hereby given to the directors of the Company to allot and issue shares and convertible securities in the Company (whether by way of rights, bonus or otherwise) at any time to such persons and upon such terms and conditions and for such purposes as the directors may in their absolute discretion deem fit, provided that the aggregate number of shares and convertible securities to be issued pursuant to this resolution does not exceed 100% of the total number of issued shares excluding treasury shares and subsidiary holdings issued by the Company, of which the aggregate number of shares and convertible securities to be issued other than on a pro-rata basis to existing shareholders of the Company does not exceed 20% of the total number of issued shares excluding treasury shares and subsidiary holdings issued by the Company. For the purpose of this resolution, the total number of issued shares excluding treasury shares and subsidiary holdings to be issued by the Company shall be based on the total number of issued shares

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