AI assistant
Apollo Future Mobility Group Limited — Proxy Solicitation & Information Statement 2022
Jul 27, 2022
49519_rns_2022-07-27_334d485f-cf73-4a1b-a925-a9a8119c914c.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.
==> picture [66 x 79] intentionally omitted <==
==> picture [203 x 64] intentionally omitted <==
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 860)
NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that the extraordinary general meeting of Apollo Future Mobility Group Limited (the ‘‘Company’’) will be held at 4:00 p.m. on Monday, 22 August 2022 at Units 2001–2002, 20/F, Li Po Chun Chambers, 189 Des Voeux Road Central, Sheung Wan, Hong Kong for the purpose of considering and, if thought fit, passing with or without amendments, the following resolution as special resolution of the Company:
SPECIAL RESOLUTION
- ‘‘THAT subject to the approval of the Registrar of Companies in the Cayman Islands having been obtained, the dual foreign name in Chinese of the Company be changed from ‘‘力
世紀有限公司’’ to ‘‘Apollo智慧出行集團有限公司’’ with effect from the date of entry of the new dual foreign name in Chinese of the Company in place of the existing dual foreign name in Chinese of the Company on the register of companies maintained by the Registrar of Companies in the Cayman Islands and the issue of a Certificate of Incorporation on Change of Name by the Registrar of Companies in the Cayman Islands, while the English name of the Company ‘‘Apollo Future Mobility Group Limited’’ shall remain unchanged; and that any one or more of the directors or the company secretary of the Company be and is/are hereby authorised to do all such acts, deeds and things and execute all such documents and make all such arrangements as he/they may consider necessary, desirable or expedient for the purpose of, or in
– 1 –
connection with, the implementation of and giving effect to the above proposed change of company name and the corresponding change in Chinese stock short name for trading in the shares of the Company on The Stock Exchange of Hong Kong Limited and to attend to any necessary registration and/or filing for and on behalf of the Company.’’
By order of the Board Apollo Future Mobility Group Limited Ho King Fung, Eric Chairman
Hong Kong 28 July 2022
Registered office: Cricket Square Hutchins Drive, P.O. Box 2681 Grand Cayman, KY1-1111 Cayman Islands
Head office and principal place of business in Hong Kong: Units 2001–2002 20/F, Li Po Chun Chambers 189 Des Voeux Road Central Sheung Wan Hong Kong
Notes:
-
(1) A member of the Company entitled to attend and vote at the aforesaid meeting is entitled to appoint one or (if he holds 2 or more shares) more proxies to attend and vote in his stead. A proxy need not be a member of the Company.
-
(2) To be valid, the form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of that power of attorney or authority must be deposited with the Hong Kong branch share registrar of the Company, Tricor Tengis Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong (if the form of proxy will be deposited before 15 August 2022) or 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (if the form of proxy will be deposited on or after 15 August 2022), as soon as possible and in any event not less than 48 hours before the time fixed for holding the meeting or any adjournment thereof.
-
(3) Completion and return of the form of proxy will not preclude members from attending and voting in person at the aforesaid meeting.
-
(4) A form of proxy must be signed by you or your attorney duly authorized 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 authorized to sign the same.
– 2 –
-
(5) In the case of joint holders of any shares, any one of such joint holders may vote at the aforesaid meeting, either personally or by proxy, in respect of such shares as if he were solely entitled thereto. However, if more than one of such joint holders is present at the Meeting, either personally or by proxy, the vote of the joint holder whose name stands first in the register of members of the Company and who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s).
-
(6) The register of members of the Company will be closed from 17 August 2022 to 22 August 2022 (both days inclusive) for the purpose of determining entitlement of the shareholders of the Company to attend and vote at the aforesaid meeting, during which period no transfer of shares in the Company will be effected. In order to qualify for attending and voting at the aforesaid meeting, all transfers of shares accompanied by the relevant share certificates must be lodged with the Hong Kong branch share registrar of the Company, Tricor Tengis Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong (if the transfer documents will be lodged before 15 August 2022) or 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (if the transfer will be lodged on or after 15 August 2022) for registration no later than 4:30 p.m. on 16 August 2022.
-
(7) Please see pages 2 to 3 of the circular of the Company dated 28 July 2022 for measures being taken to try to prevent and control the spread of the novel coronavirus (COVID19) at the aforesaid meeting, including:
-
.compulsory temperature checks and health declaration -
.recommended wearing of surgical face masks -
.no distribution of corporate gifts and refreshments -
.appropriate distancing and spacing in line with the guidance from the Hong Kong Government will be maintained and as such, the Company may limit the number of attendees at the EGM as may be necessary to avoid over-crowding -
(8) Any person who does not comply with the precautionary measures or is subject to any Hong Kong Government prescribed quarantine may be denied entry into the aforesaid meeting venue. In order to facilitate the prevention and control of the novel coronavirus (COVID-19), and to safeguard the health and safety of attending shareholders, the Company encourages shareholders to consider NOT to attend the EGM in person, and suggests Shareholders to appoint the chairman of the aforesaid meeting as their proxy to vote on the relevant resolution at the aforesaid meeting as an alternative to attending the aforesaid meeting in person.
-
(9) Subject to the development of COVID-19, the Company may implement further changes and precautionary measures and may issue further notice on such measures as appropriate.
As at the date of this notice, the Board comprises four executive Directors, namely Mr. Ho King Fung, Eric (Chairman), Mr. Joseph Lee (Vice Chairman), Mr. Qi Zhenggang and Mr. Mirko Konta; two non-executive Directors, namely Mr. Freeman Hui Shen (Co-Chairman) and Mr. Wilfried Porth; and four independent non-executive Directors, namely Mr. Teoh Chun Ming, Mr. Peter Edward Jackson, Mr. Charles Matthew Pecot III and Ms. Hau Yan Hannah Lee.
– 3 –