Annual General Meeting :: Voluntary

HOTEL ROYAL LIMITED

(Co. Reg. No. 196800298G)

(Incorporated in the Republic of Singapore)

Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN that the 55th Annual General Meeting ("AGM") of Hotel Royal Limited will be held at the Hotel Royal, Level 3, Royal Room 1, 36 Newton Road, Singapore 307964 on Friday, 26 April 2024 at 2.30 p.m. for the following business: -

As Ordinary Business

1.	To receive and adopt the Directors' Statement and the Audited Financial Statements for the	(Resolution 1)
	financial year ended 31 December 2023 together with the Auditors' Report thereon.
2.	To declare a First and Final Dividend of 2.5 cents per ordinary share one-tier tax exempt for the	(Resolution 2)
	financial year ended 31 December 2023. (FY2022: 2.5 cents per ordinary share)
3.	To approve the payment of Directors' fees of $242,000 for the financial year ended 31 December	(Resolution 3)
	2023. (FY2022: $211,000)

4. To re-elect Mr Lee Kin Hong who is retiring pursuant to Article 117 of the Company's Constitution,

	and who, being eligible, offers himself for re-election, as Director of the Company.	(Resolution 4)
	[See Explanatory Note (i)]
5.	To re-elect Mr Lee Chou Hor George who is retiring pursuant to Article 117 of the Company's	(Resolution 5)
	Constitution, and who, being eligible, offers himself for re-election, as Director of the Company.
	[See Explanatory Note (ii)]
6.	To re-elect Mr Leow Chung Chong Yam Soon who is retiring pursuant to Article 122 of the
	Company's Constitution, and who, being eligible, offers himself for re-election, as Director of	(Resolution 6)
	the Company.
	[See Explanatory Note (iii)]
7.	To re-appoint Messrs Deloitte & Touche LLP as Auditors of the Company and to authorise the	(Resolution 7)
	Directors of the Company to fix their remuneration.

8. To transact any other ordinary business of an Annual General Meeting of which due notice shall have been given.

By Order of the Board

Sin Chee Mei

Company Secretary

Singapore,

5 April 2024

1	ANNUAL REPORT 2023

Notice of Annual General Meeting

EXPLANATORY NOTES:

1. Mr Lee Kin Hong will, upon re-election as a Director of the Company, remain as a Non-Executive and Non-Independent Director of the Company. Detailed information on Mr Lee Kin Hong can be found under the "Board of Directors", "Corporate Governance Report" and "Disclosure of information on Directors seeking re-election" sections in the Company's Annual Report.
2. Mr Lee Chou Hor George will, upon re-election as a Director of the Company, remain as a Non-Executive and Non- Independent Director of the Company. Detailed information on Mr Lee Chou Hor George can be found under the "Board of Directors", "Corporate Governance Report" and "Disclosure of information on Directors seeking re- election" sections in the Company's Annual Report.
3. Mr Leow Chung Chong Yam Soon will, upon re-election as a Director of the Company, remain as a Non-Executive and Independent Director of the Company as well as Chairman of the Audit and Risk Committee and a member of the Nominating Committee and Remuneration Committee. He is considered independent for the purposes of Rule
   704(8) of the Listing Manual of the SGX-ST. Detailed information on Mr Leow Chung Chong Yam Soon can be found under the "Board of Directors", "Corporate Governance Report" and "Disclosure of information on Directors seeking re-election" sections in the Company's Annual Report.

NOTES:

1. Participation in the AGM
2. 1. The Annual General Meeting (the "Meeting" or "AGM") will be held, in a wholly physical format at the AGM venue set out above and there will be no option for members to participate virtually. The Notice of AGM, Proxy Form, Annual Report 2023 Request Form, the Annual Report will be made available on the SGXNET at https://www.sgx.com/securities/company-announcementsand the Company's website at http://hotelroyal. listedcompany.com/home.html. A printed copy of the Notice of AGM, Proxy Form and Annual Report 2023 Request Form will be sent to the members of the Company.
   2. Members may participate in the AGM by:
   3. 1. attending the AGM in person;
      2. submitting questions in relation to any agenda item in this Notice of AGM in advance of, or at the AGM; and/or
      3. voting at the AGM by themselves or through their duly appointed proxy(ies).

Details of the steps for registration, asking of questions and voting at the AGM by members, are set out in the notes below.

1. Registration in person to attend the AGM
2. 1. Members, including CPF and SRS investors can attend the AGM in person.
      To do so, they will need to register in person at the registration counter(s) outside the AGM venue on the day of the event. Please bring along your NRIC/Passport to enable the Company to verify your identity. Members and/ or their proxy(ies) are advised to arrive early to facilitate the registration process and exercise social responsibility and not to attend the AGM if they are feeling unwell. The Company reserves the right to refuse admittance to the AGM if the attendee's identity cannot be verified accurately.
   2. For investors who hold shares of the Company through relevant intermediaries (as defined in Section 181 of the
      Companies Act, 1967 of Singapore) including CPF and SRS Investors and who wish to participate in the AGM should contact their respective relevant intermediaries (including CPF Agent Banks and SRS Operators) 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.

HOTEL ROYAL LIMITED 京华

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1. Asking Questions
2. 1. Members, including CPF and SRS investors may ask question relating to the item on the agenda of the AGM during the AGM physically or submitting their question to the Company in advance ("Advanced Questions") by
      18 April 2024, 2:30 p.m. ("Cut-offTime") through any of the following means:
   2. 1. by post, to be deposited at the registered office of the Company at 36 Newton Road, Singapore 307964; or
      2. by email to [e-mail]
   3. Members, including CPF and SRS investors must identify themselves when posting questions through email or mail by providing their full names (for individuals)/company names (for corporations), NRIC/passport number/ company registration numbers, contact numbers, email address, number of shares and the manner in which their hold shares (if hold shares directly, please provide the CDP account number; otherwise, please state if you hold your shares through CPF or SRS, or are a relevant intermediary shareholders).
   4. The Company will address all substantial and relevant Advanced Questions through announcement on the SGX website athttps://www.sgx.com/securities/company-announcementsand the Company's website at http:// hotelroyal.listedcompany.com/home.htmlby 2:30 p.m. on 20 April 2023.
   5. The Company will endeavors to address (i) subsequent clarifications sought, (ii) follow-up questions, or (iii) subsequent substantial and relevant questions which are received after the Cut-off Time at the AGM itself or via an announcement on SGXNet and the Company's website. Where substantially similar questions are received, the Company will consolidate such questions and consequently not all questions may be individually addressed.
   6. The Company will, within one month after the AGM, publish the minutes of the AGM on the SGXNet and the Company's website and the minutes will include the responses to the substantial and relevant questions raised during the AGM.
3. Voting at the AGM or voting by appointing prox(ies)
4. 1. Members will be able to vote at the AGM in person, or by appointing proxy(ies) to vote on their behalf.
   2. Duly completed proxy forms must be submitted through any of the following means no later than 23 April 2024, 2:30 p.m., being no later than seventy-two (72) hours before the time appointed for holding the AGM and in default the instrument of proxy shall not be treated as valid:
   3. 1. If sent personally or by post, the proxy form must be lodged at the registered office of the Company at Hotel
         Royal Limited, 36 Newton Road, Singapore 307964; or
      2. If by email, the proxy form must be received at [e-mail]

The proxy form is made available on SGXNet and the Company's corporate website at http://hotelroyal. listedcompany.com/home.htmland may be accessed through announcement on the SGX website at https:// www.sgx.com/securities/company-announcements.

The instrument appointing a proxy or proxies must be under the hand of the appointor or his attorney duly authorised in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its seal, executed as a deed in accordance with the Companies Act 1967 or under the hand of an attorney or an officer duly authorised, or in some other manner approved by the Directors. Where the instrument appointing a proxy or proxies is executed by an attorney on behalf of the appointor, the letter or power of attorney or a duly certified copy thereof must be lodged with the instrument of proxy.

1. A proxy need not be a member of the company.
2. A member of the Company which is a corporation is entitled to appoint its authorised representatives or proxies to vote on his behalf.

3	ANNUAL REPORT 2023

Notice of Annual General Meeting

1. A member can appoint the Chairman of the Meeting as his/her/its proxy but this is not mandatory.
   If a member wishes to appoint the Chairman of the Meeting as proxy, such member must give specific instructions as to voting for, voting against, or abstentions from voting on, each resolution in the instrument appointing the
   Chairman of the Meeting as proxy. If no specific direction as to voting or abstentions from voting in respect of a resolution in the form of proxy, the appointment of the Chairman of the Meeting as proxy for that resolution will be treated as invalid.
2. For investors who holds shares of the Company through relevant intermediaries (as defined in Section 181 of the
   Companies Act), including CPF and SRS Investors:
3. 1. may vote at the AGM if they are appointed as proxies by their respective relevant intermediaries, and should contact their respective relevant intermediaries if they have any queries regarding their appointment as proxies; or
   2. may appoint the Chairman of the Meeting as proxy to vote on their behalf at the AGM,

in which case they should approach their relevant intermediaries to submit their votes at least seven (7) working days prior to the AGM.

1. A member (other than a Relevant Intermediary) is entitled to appoint not more than two (2) proxies to attend, speak and vote at the AGM. Where such member appoints more than one (1) proxy, the proportion of the shareholding concerned to the represented by each proxy shall be specified in the form of the proxy.
2. A member who is a Relevant Intermediary is entitled to appoint more than two (2) proxies to attend, speak and vote in his/her stead at the AGM, but each proxy must be appointed to exercise the rights attached to a different share or shares held by such member. Where such member appoints more than two (2) proxies, the number and class of shares to be represented by each proxy must be stated.
   "Relevant Intermediary" has the meaning ascribed to it in Section 181 of the Companies Act, 1967.
3. The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or illegible, or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument.

PERSONAL DATA PRIVACY

By (a) submitting an instrument appointing the Chairman of the Meeting, proxy(ies) and/or representatives to attend, speak and vote at the AGM and/or any adjournment thereof, or (b) submitting any question prior to the AGM, a member of the Company (i) consents to the collection, use and disclosure of the member's personal data by the Company (or its agents) for the purpose of the processing and administration by the Company (or its agents) of proxies and representatives appointed for the AGM (including any adjournment thereof) and the preparation and compilation of the attendance lists, proxy lists, minutes and other documents relating to the AGM (including any adjournment thereof), addressing relevant and substantial questions from members received before and/or during the AGM and if necessary, following up with the relevant members in relation to such questions and enabling the Company (or its agents or service providers) to comply with any applicable laws, listing rules, regulations and/or guidelines by the relevant authorities (collectively, the "Purposes"); (ii) warrants that where the member discloses the personal data of the member's proxy(ies) and/or representative(s) to the Company (or its agents), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents) of the personal data of such proxy(ies) and/or representative(s) for the Purposes; and (iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a results of the member's breach of warranty. Photographic, sound, and/or video recordings of the AGM may be made by the Company for record keeping and to ensure the accuracy of the minutes prepared of the AGM. Accordingly, the personal data of the member of the Company or the member's proxy(ies) or representative(s) (such as his/ her name, his/her presence at the AGM and any questions he/she may raise or motions he/she propose/second) may be recorded by the Company for such Purposes.

HOTEL ROYAL LIMITED 京华

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