Annual General Meeting:Voluntary

NOTICE OF ANNUAL GENERAL MEETING

SERIAL SYSTEM LTD

NOTICE IS HEREBY GIVEN that the Annual General Mee ng of Serial System Ltd (the "Company") will be held at 8Ubi View #05-01 Serial System Building Singapore 408554, on Monday, 29 April 2019 at 11.00 a.m. to transact the following business:

AS ORDINARY BUSINESS

1.To receive and adopt the Audited Financial Statements of the Company for the financial year ended 31 December 2018 and Directors' Statement and the Independent Auditor's Report thereon.

2.To declare a one- er tax-exempt Final Cash Dividend of 0.46 Singapore cent per ordinary share for the financial year ended 31 December 2018 (2017: One- er tax-exempt Final Cash Dividend of 0.46 Singapore cent per ordinary share).

3.To approve the payment of Directors' Fees of S$281,000 (US$207,000) for the financial year ended 31 December 2018 [2017: S$237,000 (US$172,000)].

4.To approve the payment of Directors' Fees of S$281,000 (US$207,000) for the financial year ending 31 December 2019 payable quarterly in arrears.

5.To re-elect Mr. Ravindran s/o Ramasamy as Director, who re res by rota on pursuant to Ar cle 89 of the Company's Cons tu on.

Mr. Ravindran s/o Ramasamy will, upon re-elec on as a Director of the Company, remain as the Chairman of the Remunera on Commi ee and a member of the Audit Commi ee and Nomina ng Commi ee and will be considered independent for the purposes of Rule 704(8) of the Lis ng Manual of the Singapore Exchange Securi es Trading Limited.

6.To re-elect Mr. Ng Cher Yan as Director, who re res by rota on pursuant to Ar cle 89 of the Company's Cons tu on.

Mr. Ng Cher Yan will, upon re-elec on as a Director of the Company, remain as the Chairman of the Nominating Committee and a member of the Audit Committee and Remuneration Commi ee and will be considered independent for the purposes of Rule 704(8) of the Lis ng Manual of the Singapore Exchange Securi es Trading Limited.

7.To re-appoint Messrs Moore Stephens LLP as Auditors of the Company, to hold office un l the conclusion of the next Annual General Mee ng, and to authorize the Directors to fix their remunera on

(ResoluƟon 1)

(ResoluƟon 2)

(ResoluƟon 3)

(ResoluƟon 4)

(ResoluƟon 5)

(ResoluƟon 6)

(ResoluƟon 7)

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NOTICE OF ANNUAL GENERAL MEETING

SERIAL SYSTEM LTD

AS SPECIAL BUSINESS

To consider and if thought fit, to pass the following Resolu on No. 8, Resolu on No. 9 and Resolu on No. 10 as Ordinary Resolu ons, with or without any modifica ons:

8.Share Issue Mandate

THAT pursuant to Sec on 161 of the Companies Act, Chapter 50 of Singapore and lis ng rules of the Singapore Exchange Securi es Trading Limited, authority be and is hereby given to the Directors of the Company to issue shares ("Shares") whether by way of rights, bonus or otherwise, and/or grant offers, agreements of op ons (collec vely, "Instruments") that might or would require Shares to be issued, including but not limited to the crea on and issue of (as well as adjustments to) warrants, debentures or other instruments conver ble into Shares at any me and upon such terms and condi ons and to such persons as the Directors may, in their absolute discre on, deem fit provided that:

(a)the aggregate number of Shares (including Shares to be issued in pursuance of Instruments made or granted pursuant to this Resolu on) does not exceed fi y per centum (50%) of the total number of issued shares (excluding treasury shares and

subsidiary holdings) in the capital of the Company at the me of the passing of this Resolu on, of which the aggregate number of Shares and conver ble securi es to be issued other than on a pro- rata basis to all shareholders of the Company shall not exceed twenty per centum (20%) of the total number of issued shares (excluding treasury shares and subsidiary holdings) in the share capital of the Company;

(b)for the purpose of determining the aggregate number of Shares that may be issued under sub-paragraph (a) above, the total number of issued shares (excluding treasury shares and subsidiary holdings) shall be based on the total number of issued shares (excluding treasury shares and subsidiary holdings) of the Company as at the date of the passing of this Resolu on, a er adjus ng for:

(i)new shares arising from the conversion or exercise of any conver ble securi es;

(ii)new shares arising from exercising share op ons outstanding at the me this Resolu on is passed; and

(iii)any subsequent bonus issue, consolida on or subdivision of shares;

(c)and that such authority shall, unless revoked or varied by the Company in general mee ng, con nue in force (i) un l the conclusion of the Company's next Annual General Mee ng or the date by which the next Annual General Mee ng of the Company is required by law to be held, whichever is earlier or (ii) in the case of shares to be issued in accordance with the terms of conver ble securi es issued, made or granted pursuant to this Resolu on, un l the issuance of such shares in accordance with the term of such conver ble securi es.

(See Explanatory Note (i) below)

(ResoluƟon 8)

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NOTICE OF ANNUAL GENERAL MEETING

SERIAL SYSTEM LTD

9.Authority to offer and grant share op ons and to allot and issue Shares under the Serial System Employee Share Op on Scheme 2014

THAT pursuant to Sec on 161 of the Companies Act, Chapter 50 of Singapore, the Directors of the Company be and are hereby authorised to offer and grant share op ons in accordance with the provisions of the Serial System Employee Share Op on Scheme 2014 (the "2014 Scheme"), and to allot and issue from me to me such number of Shares in the Company as may be required to be issued pursuant to the exercise of share op ons granted under the 2014 Scheme, provided that the aggregate number of Shares issued and issuable pursuant to the 2014 Scheme, when added to the aggregate number of Shares issued and issuable pursuant to all other share schemes of the Company, shall not exceed fi een per centum (15%) of the total issued share capital (excluding treasury shares and subsidiary holdings) of the Company from me to me and provided also that, subject to such adjustments as may be made to the 2014 Scheme as a result of any varia on in the capital structure of the Company.

(See Explanatory Note (ii) below)

(ResoluƟon 9)

10.Proposed renewal of the Share Buyback Mandate That:

(a)for the purposes of the Companies Act, Chapter 50 of Singapore (the "Act"), the exercise by the Directors of the Company of all the powers of the Company to purchase or otherwise acquire the issued ordinary shares in the capital of the Company ("Shares") not exceeding in aggregate the Prescribed Limit (as hereina er defined), at such price(s) as may be determined by the Directors of the Company from me to me up to the Maximum Price (as hereina er defined), whether by way of:

(i)market purchases (each a "Market Purchase") on the Singapore Exchange Securi es Trading Limited ("SGX-ST"); and/or

(ii)off-marketpurchases (each an "Off-Market Purchase") effected otherwise than on the SGX-ST in accordance with any equal access scheme as may be determined or formulated by the Directors of the Company as they consider fit, which scheme(s) shall sa sfy all the condi ons prescribed by the Act,

and otherwise in accordance with all other laws, regula ons and the Lis ng Manual of the SGX-ST as may for the me being be applicable, be and is hereby authorised and approved generally and uncondi onally (the "Share Buyback Mandate");

(b)the authority conferred on the Directors of the Company pursuant to the Share Buyback Mandate may be exercised by the Directors at any me and from me to me during the period commencing from the passing of this Resolu on and expiring on the earlier of:

(i)the date on which the next annual general mee ng of the Company ("AGM") is held or is required by law to be held;

(ii)the date on which the share buybacks have been carried out to the full extent of the Share Buyback Mandate; or

(iii)the date on which the authority contained in the Share Buyback Mandate is varied or revoked;

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NOTICE OF ANNUAL GENERAL MEETING

SERIAL SYSTEM LTD

(c)in this Resolu on:

"Prescribed Limit" means 80,632,791 Shares;

"Maximum Price" in rela on to a Share to be purchased, means an amount (excluding brokerage, stamp du es, applicable goods and services tax and other related expenses) not exceeding:

(i)in the case of a Market Purchase: 105% of the Average Closing Price; and

(ii)in the case of an Off-Market Purchase: 120% of the Average Closing Price, where:

"Average Closing Price" means the average of the closing market prices of a Share over the last five (5) Market Days, on which transac ons in the Shares were recorded, in the case of a Market Purchase, preceding the day of the Market Purchase or, as the case may be, the date of the making of the offer pursuant to the Off-Market Purchase, and deemed to be adjusted for any corporate ac on that occurs a er the relevant 5-day period; and

"date of the making of the offer" means the date on which the Company announces its inten on to make an offer for the purchase or acquisi on of Shares from its Shareholders, sta ng therein the purchase price (which shall not be more than the Maximum Price calculated on the foregoing basis) for each Share and the relevant terms of the equal access scheme for effec ng the Off-Market Purchase; and

(d)the Directors of the Company be and are hereby authorised to complete and do all such acts and things (including execu ng such documents as may be required) as they may consider expedient or necessary to give effect to the transac ons contemplated by this Resolu on."

(See Explanatory Note (iii) below)

(ResoluƟon 10)

By Order of the Board

Alex Wui Heck Koon

Company Secretary

Singapore

8 April 2019

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NOTICE OF ANNUAL GENERAL MEETING

SERIAL SYSTEM LTD

Explanatory Notes on Special Business to be transacted:

(i)The proposed Ordinary Resolu on No. 8, if passed, will empower the Directors of the Company from date of the above Annual General Mee ng un l the date of next Annual General Mee ng, to allot and issue ordinary shares and conver ble securi es in the Company up to an amount not exceeding fi y per centum (50%) of the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company, of which up to twenty per centum (20%) may be issued other than on a pro-rata basis. For the purpose of this resolu on, the total number of issued shares (excluding treasury shares and subsidiary holdings) is based on the Company's total number

of issued shares (excluding treasury shares and subsidiary holdings) at the		me this proposed Ordinary Resolu on is
passed a	er adjus ng for new shares arising from the conversion or exercise of conver ble securi es, the exercise of
share op	ons outstanding at the me when this proposed Ordinary Resolu	on is passed and any subsequent bonus

issue, consolida on or subdivision of shares.

(ii)The proposed Ordinary Resolu on No. 9, if passed, will empower the Directors of the Company to offer and grant share op ons under the 2014 Scheme (which was approved at an Extraordinary General Mee ng of the Company held on 26 April 2014) and to allot and issue Shares pursuant to the exercise of share op ons under the 2014 Scheme

up to an amount which, when added to the aggregate number of Shares issued and issuable pursuant to all other share schemes of the Company, shall not exceed fi een per centum (15%) of the total number of issued Shares (excluding treasury shares and subsidiary holdings) of the Company from me to me and provided also that, subject to such adjustments as may be made to the 2014 Scheme as a result of any varia on in the capital structure of the Company.

(iii)The proposed Ordinary Resolu on No. 10, if passed, will empower the Directors of the Company from the date of the above Annual General Mee ng to purchase or otherwise acquire Shares by way of Market Purchases or Off-Market Purchases, provided that the aggregate number of Shares to be purchased or acquired under the Share Buyback Mandate does not exceed the Prescribed Limit, and at such price or prices as may be determined by the Directors of the Company from me to me up to but not exceeding the Maximum Price. The informa on rela ng to this proposed Ordinary Resolu on is set out in the Appendix I enclosed together with the Annual Report.

Notes:-

1.(a) A member who is not a relevant intermediary is en tled to appoint not more than two proxies to a end, speak and vote at the Annual General Mee ng. Where such member's proxy form appoints more than one proxy, the propor on of the shareholding concerned to be represented by each proxy shall be specified in the proxy form.

(b)A member who is a relevant intermediary is en tled to appoint more than two proxies to a end, speak and vote at the Annual General Mee ng, but each proxy must be appointed to exercise the rights a ached to a different share or shares held by such member. Where such member's proxy form appoints more than two proxies, the number and class of shares in rela on to which each proxy has been appointed shall be specified in the proxy form.

"Relevant intermediary" has the same meaning ascribed to it in Sec on 181 of the Companies Act, Chapter 50 of Singapore.

2.A proxy need not be a member of the Company.

3.The instrument appoin ng a proxy or proxies must be deposited at the registered office of the Company at 8

Ubi View #05-01 Serial System Building Singapore 408554, not less than seventy-two (72) hours before the me appointed for holding the Annual General Mee ng. Comple on and return of the instrument appoin ng a proxy or proxies shall not preclude a member from a ending and vo ng at the Annual General Mee ng. In such event, the relevant instrument appoin ng a proxy or proxies will be deemed to be revoked.

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