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Alco Holdings Limited Proxy Solicitation & Information Statement 2010

Apr 29, 2010

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

KECK SENG INVESTMENTS (HONG KONG) LIMITED

激成投資(香港)有限公司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 00184)

NOTICE IS HEREBY GIVEN that the 2010 Annual General Meeting of the Company will be held at Tianshan Room, Level 5, Island Shangri-La Hotel, Pacific Place, Supreme Court Road, Central, Hong Kong on Friday, 25 June 2010 at 12:00 noon for the following purposes:

1. To receive and consider the audited Financial Statements and the Reports of the Directors and of the Auditors thereon for the year ended 31 December 2009;
2. To declare a final dividend of HK$0.175 per share;
3. (a) To re-elect Mr Chan Lui Ming Ivan as Director;
(b) To re-elect Ms Yu Yuet Chu Evelyn as Director;
(c) To re-elect Dr Chan Yau Hing Robin as Director;
(d) To re-elect Mr Kwok Chi Shun Arthur as Director;
(e) To authorize the Board to fix the Directors’ remuneration;
4. To re-appoint KPMG as Auditors and to authorize the Board to fix their remuneration;
5. To consider and, if thought fit, pass by way of special business, with or without amendments, the following resolution as an Ordinary Resolution: “THAT (a) the exercise by the Directors during the Relevant Period of all the powers of the Company to purchase shares of HK$1.00 each in the share capital of the Company be and is hereby generally and unconditionally approved; (b) the aggregate nominal amount of the shares which the Company is authorized to purchase pursuant to the approval in paragraph (a) above shall not exceed 10% of the aggregate nominal amount of the share capital of the Company in issue at the date of this Resolution, and the said approval shall be limited accordingly; and
(c) for the purpose of this Resolution, “Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of: (i) the conclusion of the next annual general meeting of the Company; (ii) the revocation or variation of the authority given under this Resolution by ordinary resolution of the Company in general meeting; and (iii) the expiration of the period within which the next annual general meeting of the Company is required by law to be held.”;
6. To consider and, if thought fit, pass by way of special business, with or without amendments, the following resolution as an Ordinary Resolution: “THAT (a) the exercise by the Directors during the Relevant Period of all the powers of the Company to issue, allot and otherwise dispose of additional shares of the Company, be and is hereby generally and unconditionally approved, provided that, otherwise than pursuant to a rights issue where shares are offered to Shareholders on a fixed record date in proportion to their then holdings of shares (subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of or the requirements of any recognized regulatory body or any stock exchange in any territory outside Hong Kong), the additional shares issued, allotted or disposed of (excluding shares agreed conditionally or unconditionally to be issued, allotted or disposed of whether pursuant to an option or otherwise) shall not in aggregate exceed 20% of the nominal amount of the share capital of the Company in issue at the date of this Resolution; (b) the mandate referred to in paragraph (a) above shall authorize the Directors to make or grant offers, agreements and options which might require the exercise of such mandate at any time during or after the end of the Relevant Period; and (c) for the purpose of this Resolution, “Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of: (i) the conclusion of the next annual general meeting of the Company; (ii) the revocation or variation of the authority given under this Resolution by ordinary resolution of the Company in general meeting; and (iii) the expiration of the period within which the next annual general meeting of the Company is required by law to be held.”; and
7. To consider and, if thought fit, pass by way of special business, with or without amendments, the following resolution as an Ordinary Resolution: “THAT the general mandate granted to the Directors of the Company and for the time being in force to exercise the powers of the Company to issue, allot and otherwise dispose of additional shares and to make or grant offers, agreements and options which might require the exercise of such powers be and is hereby extended by the aggregate nominal amount of shares in the capital of the Company which has been purchased by the Company since the granting of such general mandate pursuant to the exercise by the Directors of the Company of the powers of the Company to purchase such shares, provided that such amount shall not exceed 10% of the aggregate nominal amount of the share capital of the Company in issue at the date of this Resolution.”.
On Behalf of the Board Ho Kian Guan Executive Chairman

Hong Kong, 30 April 2010

Notes:

(a) In order to determine who are entitled to attend the 2010 Annual General Meeting and qualified for the proposed final dividend, the register of members will be closed from Monday, 21 June 2010 to Friday, 25 June 2010, both days inclusive, during which period no transfer of shares can be registered. All transfers accompanied by the relevant share certificates must be lodged with the Company’s Share Registrar, Tricor Tengis Limited, 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m. on Friday, 18 June 2010.

(b) A member entitled to attend and vote at the above meeting may appoint one or more proxies to attend and vote on his behalf. A proxy need not be a member of the Company. To be valid, a proxy form must be lodged at the Company’s Share Registrar, Tricor Tengis Limited, 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong at least 48 hours before the time appointed for holding the meeting or any adjournment thereof.

(c) In accordance with the relevant requirements under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and for good corporate governance practice, each of the resolutions set out in this notice will be voted on by poll.

(d) A member who is a corporation may by resolution of its directors or other governing body authorize any of its officials or any other person to act as its representative at the meeting and exercise the same powers on its behalf as if he had been an individual member of the Company and such corporation shall be deemed to be present in person at any such meeting if a person so authorized is present thereat.

As at the date of this announcement, the Board of the Company comprises Mr HO Kian Guan, Mr HO Kian Hock, Mr TSE See Fan Paul, Mr CHAN Lui Ming Ivan, Ms YU Yuet Chu Evelyn, Mr HO Chung Tao and Mr HO Chung Hui (whose alternate is Mr HO Chung Kain) as executive directors, Mr HO Kian Cheong as non-executive director, and Dr CHAN Yau Hing Robin, Mr KWOK Chi Shun Arthur and Ms WANG Poey Foon Angela as independent non-executive directors.