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3SBio Inc. Proxy Solicitation & Information Statement 2023

May 22, 2023

49981_rns_2023-05-22_7b2d394f-8cf2-4d8a-9813-ae7c8ae98f0a.pdf

Proxy Solicitation & Information Statement

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(Incorporated in the Cayman Islands with limited liability) (Stock Code: 1530)

PROXY FORM FOR ANNUAL GENERAL MEETING TO BE HELD ON TUESDAY, 20 JUNE 2023 AT 10:00 A.M.

I/We, being the registered holder(s) of 3SBio Inc. (the “ Company ”), hereby appoint the proxy (Note 1) as specified below or failing him/her, THE CHAIRMAN OF THE MEETING (Note 1) to attend and vote for me/us and on my/our behalf at the annual general meeting (the “ AGM ”) of the Company to be held at No. 3 A1, Road 10, Shenyang Economy and Technology Development Zone, Shenyang, People’s Republic of China on 20 June 2023 at 10:00 a.m. and at any adjournment thereof in respect of the resolutions as indicated below, or if no such indication is given, as my/our proxy thinks fit. Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The names of all joint holders should be stated.) Registered Name Registered Address Certificate No. (Note 7) Signature (Note 3) Date

Proxy
(Note 1) (Complete in ENGLISH BLOCK CAPITALS.)
Proxy
(Note 1) (Complete in ENGLISH BLOCK CAPITALS.)
Proxy
(Note 1) (Complete in ENGLISH BLOCK CAPITALS.)
Proxy
(Note 1) (Complete in ENGLISH BLOCK CAPITALS.)
Full Name No. of Shares
(Note 2)
Full Address
ORDINARY RESOLUTIONS ORDINARY RESOLUTIONS FOR
(Note 4)
AGAINST
(Note 4)
1. To receive and adopt the audited consolidated financial statements of the Company for the year ended
31 December 2022 and the reports of the directors and auditors thereon.
2(A). To re-elect Mr. PU Tianruo as an independent non-executive director of the Company.
2(B). To re-elect Ms. YANG,Hoi Ti Heidi as an independent non-executive director of the Company.
2(C). To re-elect Dr. ZHANG Dan as an independent non-executive director of the Company.
2(D). To authorise the board of directors of the Company to fix the remuneration of the directors of the
Company.
3. To declare and pay a final dividend of HK$10 cents per ordinary share for the year ended 31 December
2022 out of the Company’s share premium account to shareholders of the Company whose name appear
on the register of members of the Companyas at the close of business on Monday,3 July2023.
4. To re-appoint Ernst & Young as auditors of the Company to hold office until the conclusion of the next
annual general meeting of the Company and to authorise the board of directors of the Company to fix
their remuneration for theyear ending31 December 2023.
5(A). To grant a general mandate to the directors of the Company to allot, issue and deal with new shares of
the Company not exceeding 20% of the total number of issued shares of the Company as at the date of
passingof this resolution.
5(B). To grant a general mandate to the directors of the Company to repurchase shares of the Company not
exceeding 10% of the total number of issued shares of the Company as at the date of passing of this
resolution.
5(C). To extend the general mandate granted to the directors of the Company to allot, issue and deal with new
shares of the Companybythe aggregate number of shares repurchased bythe Company.

Notes:

  1. If any proxy other than the chairman of the meeting is preferred, please insert the full name and address of the proxy desired in the space provided. A holder entitled to attend and vote at the meeting of the Company is entitled to appoint one or more proxies to attend and vote on his/her behalf. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALED BY THE PERSON WHO SIGNS IT. The proxy needs not be a shareholder of the Company, but must attend the meeting (or any adjournment thereof) to represent you.

  2. Please insert the number of shares for this proxy form. If no number is inserted, this proxy form will be deemed to relate to all the shares registered in the name of the holder(s). 3. This proxy form must be signed and dated by the shareholder or his/her attorney duly authorised in writing. If the shareholder is a company, it should execute this proxy form under its common seal or by the signature(s) of (a) person(s) authorised to sign on its behalf. In the case of joint shareholders, any one shareholder may sign this proxy form. The vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members in respect of the joint shareholding.

  3. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK () IN THE RELEVANT BOX BELOW THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK () IN THE RELEVANT BOX BELOW THE BOX MARKED “AGAINST”. Failure to tick either box in respect of a resolution will entitle your proxy to cast your vote in respect of that resolution at his/her discretion or to abstain. Your proxy will also be entitled to vote at his/her discretion or to abstain on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

  4. In order to be valid, a proxy form and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power of attorney, must be deposited at the Hong Kong share registrar of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 48 hours before the time fixed for holding the meeting or any adjournment thereof.

  5. Completion and delivery of this proxy form will not preclude you from attending and voting at the meeting if you so wish.

  6. Please provide one certificate number, if possible, to facilitate processing.

  7. For the avoidance of doubt, we do not accept any special instructions written on this proxy form.