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Altus Holdings Limited — Proxy Solicitation & Information Statement 2025
Jul 10, 2025
51297_rns_2025-07-10_760105ce-efcc-42eb-b368-c0e5fdf45e7f.pdf
Proxy Solicitation & Information Statement
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ALTUS.
ALTUS HOLDINGS LIMITED
浩德控股有限公司
(incorporated in the Cayman Islands with limited liability)
(Stock Code: 8149)
FORM OF PROXY FOR ANNUAL GENERAL MEETING
This form of proxy is for use by shareholders of Altus Holdings Limited (the "Company") at the annual general meeting of the Company (the "AGM") to be held at 2/F, 35-45B Bonham Strand, Sheung Wan, Hong Kong on Friday, 8 August 2025 at 10:00 a.m. (or any adjournment thereof).
I/We $^{(Note1)}$ of
being the registered holder(s) of $^{(Note2)}$ share(s) of HK$0.01 each in the share capital of the Company hereby appoint
of
or failing him, the chairman of the AGM $^{(Note3)}$ as my/our proxy to attend and vote for me/us on my/our behalf at the AGM as directed below or, if no such direction is given, as my/our proxy shall think fit.
| ORDINARY RESOLUTIONS | For $^{(Note4)}$ | Against $^{(Note4)}$ | |
|---|---|---|---|
| 1. | To receive and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors of the Company (the "Directors") and the independent auditor of the Company for the year ended 31 March 2025. | ||
| 2. | To approve a final dividend of Hong Kong 0.08 cent per ordinary share of the Company for the year ended 31 March 2025. | ||
| 3. | To re-appoint SHINEWING (HK) CPA LIMITED as the auditor of the Company and to authorise the board of Directors (the "Board") to fix its remuneration. | ||
| 4. | (a) (i) To re-elect Mr. Arnold Ip Tin Chee as executive Director. | ||
| (ii) To re-elect Mr. Chang Sean Pey as executive Director. | |||
| (b) To authorise the Board to fix the remuneration of the Director(s). | |||
| 5. | To grant a general mandate to the Directors to allot, issue and deal with additional shares of the Company not exceeding 20% of the aggregate number of issued shares of the Company (excluding any treasury shares) at the date of passing this resolution*. | ||
| 6. | To grant a general mandate to the Directors to acquire shares of the Company not exceeding 10% of the aggregate number of issued shares of the Company (excluding any treasury shares) at the date of passing this resolution*. | ||
| 7. | To extend the general mandate to the Directors to allot, issue and deal with additional shares of the Company of a number representing the aggregate number of issued shares of the Company acquired by the Company*. | ||
| 8. | To approve the grant of 1,500,000 Awarded Shares pursuant to the 2023 Share Scheme to Mr. Chang Sean Pey. | ||
| 9. | To approve the grant of 1,500,000 Awarded Shares pursuant to the 2023 Share Scheme to Ms. Leung Churk Yin Jeanny. |
- Full text of the resolutions are set out in the notice of AGM which is contained in the circular of the Company dated 10 July 2025 and despatched to the shareholders of the Company together with this form of proxy. Terms used are as defined in the notice of AGM.
Dated this __ day of _______ 2025.
Signature Shareholder(s) $^{(Note5)}$:
Notes:
- Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
- Please insert the number of share(s) registered in your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).
- If any proxy other than the chairman of the AGM is preferred, please delete the words "or failing him, the chairman of the AGM" and insert the name and address of the proxy desired in the space provided. If no name is inserted, the chairman of the AGM will act as your proxy. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
- IMPORTANT: IF YOU WISH TO VOTE FOR ANY OF THE RESOLUTION, PLEASE PLACE A "," IN THE RELEVANT BOX MARKED "FOR"; IF YOU WISH TO VOTE AGAINST ANY OF THE RESOLUTION, PLEASE PLACE A "," IN THE RELEVANT BOX MARKED "AGAINST". Failure to tick either box of a resolution will entitle your proxy to vote for or against the resolution or to abstain from voting on the resolution at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the AGM other than the resolution referred to in the notice of AGM.
- This form of proxy must be signed by you or your attorney duly authorised in writing, or in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney or other person duly authorised.
- Where there are joint registered holders of any share in the capital of the Company, any one of such holders may vote at the AGM either in person or by proxy in respect of such share(s) as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the AGM in person or by proxy, that one of the said persons so present whose name stands first on the register of members in respect of such share(s) shall alone be entitled to vote in respect thereof. Several executors or administrators of a deceased shareholder in whose names any share stands shall be deemed joint holders thereof.
- To be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a certified copy of that power of attorney or authority must be deposited with the branch share registrar and transfer office of the Company in Hong Kong, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time appointed for holding the AGM or any adjournment thereof and in default thereof this form of proxy shall not be treated as valid. No instrument appointing a proxy shall be valid after the expiry of 12 months from the date of its execution.
- A shareholder entitled to attend and vote at the AGM is entitled to appoint a person or persons (who must be individual) as his or her proxy or proxies to attend and vote instead of him or her. A proxy need not be a shareholder of the Company.
- Completion and delivery of this form of proxy will not preclude you from attending and voting in person at the AGM if you so wish. This form of proxy is made in English and Chinese. In case of inconsistency, the English version prevails.
PERSONAL INFORMATION COLLECTION STATEMENT
Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the AGM (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Tricor Investor Services Limited at the above address.