Proposed sale of Singapore Food Industries shares and renounceable Preferential Offer - Notice of books closure

Singapore, Nov 08, 2002

NOTICE IS HEREBY GIVEN that, subject to the approval (""Shareholders' Approval"") of the shareholders of SembCorp Industries Ltd (""SembCorp Industries"" or the ""Company"") of the proposed sale (the ""Proposed Sale"") by the Company of 375,000,000 ordinary shares of $0.05 each (""SFI Sale Shares"") in the capital of Singapore Food Industries Limited by way of a renounceable preferential offer (the ""Preferential Offer"") at the extraordinary general meeting (""EGM"") of the Company convened on November 13, 2002, the Transfer Books and Register of Members of SembCorp Industries will be closed from 5.00 p.m. on November 25, 2002, being the Books Closure Date, up to, and including, 5.00 p.m. on November 26, 2002, for the purpose of determining the entitlements to the provisional allocation of SFI Sale Shares of persons who have tendered valid transfers of their shares of $0.25 each in the capital of SembCorp Industries (""SembCorp Industries Shares"") and the share certificates relating thereto for registration prior thereto, and shareholders of the Company (""Shareholders"") as at the Books Closure Date (other than those whose registered addresses with the Company or The Central Depository (Pte) Limited (""CDP""), as the case may be, are outside Singapore and who have not, prior to 5.00 p.m. on November 18, 2002 (being five Market Days prior to the Books Closure Date) provided the Company or CDP, as the case may be, addresses in Singapore for the service of notices or documents) (""Entitled Shareholders"") on a renounceable basis of a minimum of 0.1921578 to a maximum of 0.2059464 SFI Sale Share for every one SembCorp Industries Share held by, or standing to the credit of the Securities Accounts of, Entitled Shareholders, as the case may be, as 5.00 p.m. on the Books Closure Date, fractions of a SFI Sale Share to be disregarded. Entitled Shareholders will therefore receive a provisional allocation of a minimum of 192 to a maximum of 205 SFI Sale Shares for every 1,000 SembCorp Industries Shares held as at 5.00 p.m. on the Books Closure Date.

Entitled Shareholders (being Depositors) whose Securities Accounts with CDP are credited with SembCorp Industries Shares as at the Books Closure Date will be provisionally allocated SFI Sale Shares on the basis of the number of SembCorp Industries Shares standing to the credit of their Securities Accounts with CDP as at the Books Closure Date.

A Shareholder (being a Depositor) whose Securities Account with CDP is credited with SembCorp Industries Shares having a registered address outside Singapore, may provide CDP, at 4 Shenton Way, #02-01, SGX Centre 2, Singapore 068807, with a registered address in Singapore no later than 5.00 p.m. on November 18, 2002, being five Market Days prior to the Books Closure Date.

Duly completed and stamped transfers (in respect of SembCorp Industries Shares not registered in the name of CDP) together with all relevant documents of title received up to the close of business at 5.00 p.m. on the Books Closure Date by the Company's share registrar, M & C Services Private Limited at 138 Robinson Road, #17-00, The Corporate Office, Singapore 068906, will be registered to determine the provisional allocations of SFI Sale Shares to such Entitled Shareholders.

A Shareholder (whose SembCorp Industries Shares are not registered in the name of CDP) having a registered address outside Singapore, may provide the Company's share registrar, M & C Services Private Limited at 138 Robinson Road, #17-00, The Corporate Office, Singapore 068906, with an address in Singapore for the service of notices or documents not later than 5.00 p.m. on November 18, 2002, being five Market Days prior to the Books Closure Date.

A further announcement as to whether the Shareholders' Approval has been obtained will be made after the EGM on November 13, 2002.

Shareholders are requested to note the following important dates and times, should the Shareholders' Approval be obtained at the EGM:

Wednesday, November 13, 2002
EGM

Wednesday, November 20, 2002
Last day for SembCorp Industries Shares to trade on a ""cum"" basis

Thursday, November 21, 2002
SembCorp Industries Shares trade on an ""ex"" basis

November 25, 2002 at 5.00 p.m.
Books Closure Date

Thursday, November 28, 2002 to Monday, December 9, 2002
Nil-paid entitlements trading period

Tuesday, December 10, 2002
Last day for splitting of Provisional Allocation Letters for Entitled Shareholders (not being Depositors)

Friday, December 13, 2002
Close of Preferential Offer

Unless otherwise defined, terms used in this Announcement shall have the same meanings as defined in the circular to Shareholders dated October 29, 2002 relating to the Proposed Sale and the Preferential Offer.


By Order of the Board
Linda Hoon Siew Kin
Group Company Secretary


Submitted by Linda Hoon Siew Kin, Group Company Secretary on 08/11/2002 to the SGX

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