IN THE HIGH COURT OF THE REPUBLIC OF SINGAPORE. In the Matter of Section 211B(1) of the Companies Act (Cap. 50) And

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1 Applicant: Lion Ooi Lin; 5th ; 22 November 2018 IN THE HIGH COURT OF THE REPUBLIC OF SINGAPORE In the Matter of Section 211B(1) of the Companies Act (Cap. 50) And In the Matter of Section 211E(1) of the Companies Act (Cap. 50) And HC/OS 633/2018 HC/SUM 5152/2018 In the matter of HYFLUX LTD (IJEN No Z) AFFIDAVIT... Applicant I, LUM 00I LIN (Singapore Identification No. S E) c/o Hyflux Ltd., Hyflux Innovation Centre, 80 Bendemeer Road, Singapore , do solemnly and sincerely make oath and say as follows:- 1 I am the Executive Chairman and Group Chief Executive Officer of the group of companies (the "Hyflux Group") with the parent company being Hyflux Ltd. ("Hyflux"). 2. I am duly authorised by the Applicant to make this affidavit on its behalf. 3. Insofar as the matters deposed to herein are within my personal knowledge, they are true. Insofar as the matters deposed to herein are based on information or documents available to me, they arc true to the best of my knowledge, information and belief. 4. I seek leave to refer to the 61h Affidavit of Lim Suat Wah fi led in I1C/OS 633/2018 in HC/SUM 5152/2018 and to my 4 Affidavit filed in HC/OS

2 633/2018, I IC/OS 634/2018, HC/OS 635/2018, I IC/OS 636/2018 and I IC/OS 638/2018. I adopt here the definitions in the 6th Affidavit of Lim Suat Wah, unless otherwise stated. 5. I make this affidavit to update this Honourable Court on recent developments and the corresponding impact on the financial position of the Hyflux Group and in turn, the pending proceedings in HC/SUM 5152/2018 (the "Rescue Financing Application"). 6. In light of these developments, there is less pressure on the funding requirements of the Hyflux Group at this stage and the Applicant therefore seeks an adjournment of the hearing on the Rescue Financing Application to January 2019, as detailed further below. 7. In view of the intended adjournment, the Applicant will not address, in this affidavit, the matters deposed in the 3rd Affidavits of Roderick John Sutton and Cosimo Borrelli, both dated 20 November The Applicant instead reserves its right to respond to those matters in a reply affidavit to be filed prior to the adjourned hearing. For the avoidance of doubt, the fact that I do not respond now to the matters deposed in those affidavits should not be taken to mean that the Applicant accepts the veracity of, or otherwise agrees with any statement in those affidavits. I also make this affidavit to update this Honourable Court on the Hyflux Group's recent engagement with its financial creditors.

3 3 I. RECENT DEVELOPMENTS AND IMPACT ON THE FINANCIAL POSITION OF THE HYFLUX CROUP 9. Since the 6th Affidavit of Lim Suat Wall dated 1 November 2018, the following developments have impacted the financial position of the Hyflux Group: (a) Hydrochem has obtained funds from an ad-hoc payment from TuasOne on 2 November 2018, for a sum of approximately S$11,790,000, so that Hydrochem could make payments for costs in connection with continuing construction of the TuasOne project (including payments of suppliers, subcontractors and workers payroll); (b) As set out at paragraphs [17]-[18] of my LIth Affidavit, following negotiations with the TuasOne lenders, approximately S$35 million (the "TuasOne SBLC Monies") has been disbursed by DBS Bank Ltd. to TuasOne pursuant to a call made by the Security Trustee to the TuasOne lenders, on the (cash-backed) standby letter of credit which was issued in favour of the TuasOne lenders, without any acceleration or default mechanisms under the relevant agreements being triggered. Subject to further consents from a majority of the TuasOne lenders and also consent from Mitsubishi Heavy Industries, Ltd., it is hoped that Hydrochem can in the future access further ad-hoc payments from the TuasOne SBLC Monies; and

4 (c) S$ 30.4 million has been received from the sale of I Iyflux Group's 50% interest in the joint venture company, PT Oasis Waters International ("PT Oasis") on 19 November This is elaborated upon in paragraphs [13] to [15] below. 10. Accordingly and subject to the assumptions detailed below, there is less pressure on the Hyflux Group's liquidity needs at this stage and the Applicant will therefore seek an adjournment of the hearing of the Rescue Financing Application to January These assumptions are as follows: (a) that the TuasOne SBLC Monies will, upon request and following relevant consents being received from the TuasOne lenders and Mitsubishi Heavy Industries, Ltd., be promptly disbursed to Hydrochem for the TuasOne project; (b) that additional funds will not be required to support the ongoing operations of the Qurayyat IWP nor to resolve any technical issues in order to achieve its commercial operation date; (c) that the pending applications in HC/SUM 5386/2018, HC/SUM 5387/2018, HC/SUM 5388/2018, HC/SUM 5390/2018 and I-IC/SUM 5391/2018, for the extension of the moratoriums are granted.

5 5 12. Should any of the above assumptions turn out to be incorrect or inaccurate or there are further developments that have an impact on the liquidity needs of the Ilyflux Group, the hearing of the Rescue Financing Application may need to be sooner than January THE SALE OF THE HYFLUX GROUP'S INTEREST IN PT OASIS 13. The Hyflux Group, through its 100% owned subsidiary, Hyflux Consumer Products Pte. Ltd ("HCP"), successfully disposed of its 150,000 shares in an Indonesian bottled drinking water business, PT Oasis, on 19 November 2018 (the "Disposal"). The Disposal was in exchange for a total consideration of S$32 million, subject to a compulsory Indonesian withholding tax of 5%. The SGX-ST announcement for this transaction is exhibited to this affidavit as "OL-27". 14. The Disposal was carried out as part of the Hyflux Group's efforts to streamline its business activities, improve liquidity and focus on its core activities in the infrastructure sector. 15. The Disposal was to Clivers Company Limited. III. CREDITOR ENGAGEMENT 16. On 20 November 2018, the Ilyflux Group's financial and legal advisors held a meeting with SM Investments Pte. Ltd., the bank lenders and their advisors, and the advisors to the Informal Steering Committee of the holders of the Notes.

6 6 17. At the meeting, these creditors and their advisors were updated on key developments concerning the Hyflux Group, the broad economics of a reorganisation proposal and a timetable moving forward. 18. The Hyflux Group and its advisors will continue to engage with the various stakeholders in finalising a viable reorganisation plan. Sworn in Singapore By Olivia Lktm 001 Li 4 ) on the,)t day of November 2018 ) Before me, CommissioneL I Oaths This affidavit is filed on behalf of the Applicant $s1.0 N ER Pcji-N, Chew Kiat Jinn /0090 G6 Apr Mar 2019 "\i

7 7 This is the exhibit marked "OL-27" referred to in the affidavit of 11411M 001 LIN af-fifined / sworn before me on this U- day of Iiiivel in Singapore Before me, A COMMISSION FOR OATHS SINGAPORE A5siONER FOR 0/ Chew Kiat Jinn C2010/ Apr Mar 2019 I NG A POlit

8 8 HYFLUX LTD (Incorporated in the Republic of Singapore) (Registration No Z) DISPOSAL BY THE GROUP OF 50% OF THE TOTAL ISSUED AND PAID-UP SHARE CAPITAL OF PT OASIS WATERS INTERNATIONAL 1. INTRODUCTION The board of directors (the "Board" or the "Directors") of Hyflux Ltd (the "Company" together with its subsidiaries, the "Group") wishes to announce that its wholly-owned subsidiary, Hyflux Consumer Products Pte. Ltd. (the "Vendor") has disposed of 150,000 ordinary shares (the "Disposal Shares"), comprising 50% of the share capital of PT Oasis Waters International ("PT Oasis") (representing the Vendor's entire shareholding interest in PT Oasis) pursuant to a sale and purchase agreement (the "SPA") dated 19 November 2018 entered into between the Vendor and Clivers Company Limited (the "Purchaser") (the "Disposal"). Completion of the Disposal ("Completion") took place on 19 November 2018 and accordingly, PT Oasis ceased to be an associated company of the Company. 2. INFORMATION ON PT OASIS AND THE PURCHASER 2.1 Information on PT Oasis PT Oasis is a limited liability company incorporated in the Republic of Indonesia. It currently manufactures, sells, markets and distributes bottled drinking water in Indonesia. As at the date of this announcement, PT Oasis has an issued share capital of IDR300,000,000,000 comprising of 300,000 ordinary shares of par value IDR1,000,000 each. 2.2 Information on the Purchaser The Purchaser is an investment company based in Hong Kong.

9 9 For the avoidance of doubt, the Purchaser is a third party which is not an interested person (as defined in the listing manual (the "Listing Manual") of the Singapore Exchange Securities Trading Limited ("SGX-ST")). The Disposal is therefore not an interested person transaction for the purposes of Chapter 9 of the Listing Manual. 3. RATIONALE FOR THE DISPOSAL The decision was made to undertake the Disposal as part of the Company's efforts to streamline its business activities and to re-focus on its core activities in the infrastructure sector. 4. SALIENT TERMS OF THE DISPOSAL 4.1 Consideration The aggregate consideration for the Disposal (excluding transaction costs) was S$32.0 million (the "Consideration"), which was arrived at after arms' length negotiations and on a willing-buyer willing-seller basis after taking into account the rationale for the Disposal (as described in paragraph 3 above). The Consideration, less statutory deductions of 5% of the Consideration which was withheld pursuant to Indonesian law, was paid to the Vendor in full in cash on Completion. 4.2 Signing and Completion Signing of the SPA and Completion under the SPA took place simultaneously on 19 November LOSS ON THE DISPOSAL AND USE OF SALE PROCEEDS 5.1 Based on the latest announced financial statements of the Company, being the unaudited financial results for the three (3)-month period ended 31 March 2018 (the "Unaudited 3MFY2018 Results"), the book value of the Disposal Shares as at 31 March 2018 is the same as the net tangible asset value, which is S$32.3 million. There is no open market value for the Disposal Shares as they are not being publicly traded. The Consideration represents a deficit of approximately S$0.3 million of the book value or net tangible asset value of the Disposal Shares.

10 The estimated sale proceeds from the Disposal, based on the Consideration and after deducting 5% of the Consideration which was withheld pursuant to Indonesian law, is approximately S$30.4 million. The Vendor will first utilize approximately S$13.9 million of the sale proceeds to repay intercompany payments due to a wholly-owned subsidiary of the Company, and to the Company itself. The remaining sale proceeds will then be utilized as a subordinated loan from the Vendor to the Company for the Group's working capital purposes. 6. CHAPTER 10 OF THE LISTING MANUAL 6.1 Chapter 10 of the Listing Manual governs the continuing listing obligations of listed companies in respect of acquisitions and disposals. The relative figures for the Disposal as computed on the bases set out in Rule 1006 of the Listing Manual, based on the Unaudited 3MFY2018 Results, are as follows: Rule 1006(1) Base Relative Figure (%) (a) Net asset value of the Disposal Shares, compared with the Group's net asset value 3.2(2) (b) Net profits attributable to the Disposal Shares, compared with the Group's consolidated net loss 0.0(3) (c) Aggregate value of the consideration for the Disposal compared with the market capitalisation of the Company 19.4(4) Notes: (1) Rules 1006(d) and 1006(e) of the Listing Manual are not relevant to the Disposal. (2) Based on the carrying value of PT Oasis as at 31 March 2018, the net asset value of the Disposal Shares is approximately S$32.3 million. Based on the Unaudited 3MFY2018 Results, the net asset value of the Group is approximately S$1,000.2 million. (3) PT Oasis is managed by the joint venture partner, PT Gunawan Sejahtera, and not the Company. Based on the latest audited financial statements of PT Oasis for the financial year ended 31 December 2016 ("PT Oasis

11 11 FY2016 Audited Financial Information"), which was the last audited statements received by the Company, the net profits attributable to the Disposal Shares is approximately IDR1,934,406, (approximately S$208,025 (based on an illustrative exchange rate of S$1:1DR 9,298.92). The latest consolidated full year financial results for the Group are in respect of its financial year ended 31 December For illustrative purposes only, the relative figure for Rule 1006(b) computed on this basis is shown below: Net Profits Attributable to the Disposal Shares based Group's Net Loss for the financial year ended 31 Relative Figure on PT Oasis FY2016 December 2017 (%) Audited Financial Information S$208,025 Approximately million S$ (4) The aggregate cash consideration to be payable by the Purchaser for the Disposal Shares is based on the Consideration of S$32.0 million. The Company's market capitalisation is approximately S$164.9 million which was computed based on the total number of issued ordinary shares ("Shares") in the capital of the Company of 785,284,989 Shares as at 12 October 2018, multiplied by the volume weighted average price of the Shares on the SGX-ST on 18 May 2018 of S$0.21 per Share. 18 May 2018 was the last trading day of the Shares on the SGX-ST prior to the subsisting trading suspension. 6.2 As the relative figure for Rule 1006(c) exceeds 5% but does not exceed 20%, the Disposal constitutes a discloseable transaction under Chapter 10 of the Listing Manual for which shareholder's approval is not required. 6.3 Rule 1007(1) of the Listing Manual provides that if any of the relative figures computed pursuant to Rule 1006 of the Listing Manual is a negative figure, the provisions of Chapter 10 of the Listing Manual may still be applicable to the transaction at the discretion of the SGX-ST and issuers should consult the SGX-ST. As the relative figure for Rule 1006(b) based on the PT Oasis FY2016 Audited Financial Information is a negative figure, the Company had, in accordance with Rule 1007(1) of the Listing Manual, consulted the SGX-ST who confirmed the Company's view that (a) shareholders' approval will not be required for the Disposal; (b) an announcement via the SGXNET in relation to the Disposal pursuant to Rule 1010 of the Listing Manual will suffice; and (c) in the event the Consideration exceeds the target sale consideration and that only Listing Rule 1006(c)'s relative figure exceeds the 20% threshold, point (b) will still apply.

12 12 7. FINANCIAL EFFECTS OF THE DISPOSAL The financial effects have been prepared for illustrative purposes only and are neither indicative of the actual financial effects of the Disposal on the net tangible assets ("NTA") per Share and earnings per Share ("EPS") of the Group, nor do they represent the actual financial position and/or results of the Group immediately after the Disposal. The financial effects of the Disposal on the Group are as follows: Before the Disposal(' After the Disposal NTA per Share (cents)12) cts cts EPS (cents)(3 (21.79 cts) (22.04 cts) Gearing 1.20x 1.17x Notes: (1) Based on the latest announced audited consolidated financial statements of the Group for FY2017. (2) On the assumption that the Disposal had been effected on 31 December NTA per Share is derived based on the number of Shares in issue of 785,284,989 (excluding treasury shares) as at 31 December (3) On the assumption that the Disposal had been effected on 1 January EPS Is derived based on the weighted number of Shares in issue of 785,284,989 (excluding treasury shares) as at 31 December INTERESTS OF DIRECTORS AND CONTROLLING SHAREHOLDERS None of the Directors or controlling shareholders of the Company has any interest, direct or indirect, in the Disposal, save in respect of their respective directorships and shareholdings (if any) in the Company.

13 13 9. SERVICE CONTRACTS No directors are proposed to be appointed to the Board in connection with the Disposal. Accordingly, no service contract is proposed to be entered into between the Company and any such person. 10. DOCUMENT FOR INSPECTION A copy of the SPA is available for inspection by stakeholders during normal business hours at the registered office of the Company at 80 Bendemeer Road, Hyflux Innovation Centre, Singapore , for a period of three months from the date of this announcement. BY ORDER OF THE BOARD Lim Poh Fong Company Secretary Submitted to SGX-ST on 19 November 2018