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APT Satellite Holdings Limited — Proxy Solicitation & Information Statement 2014
Mar 26, 2014
49643_rns_2014-03-26_25814197-8916-4f93-af99-a4d9299e2d1d.pdf
Proxy Solicitation & Information Statement
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GOME ELECTRICAL APPLIANCES HOLDING LIMITED 國美電器控股有限公司[*]
(incorporated in Bermuda with limited liability) (Stock Code: 493)
FORM OF PROXY FOR USE AT SPECIAL GENERAL MEETING
I/We[1]
of
shares[[2]]
being the registered holder(s) of shares[[2]] of HK$0.025 each in the capital of GOME Electrical Appliances Holding Limited (the “ Company ”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING or[3] of
as my/our proxy to attend and vote for me/us at the special general meeting (or at any adjournment thereof) of the Company (the “ Special General Meeting ”) to be held at Gloucester Room I, 3/F, The Excelsior, 281 Gloucester Road, Causeway Bay, Hong Kong on Thursday, 17 April 2014 at 3:00 p.m. and to vote for me/us as indicated below or, if no such indication is given, as my/our proxy thinks fit.
ORDINARY RESOLUTIONS
FOR[4] AGAINST[4]
- (1) certain share repurchases conducted by the Company between 22 January 2008 and 5 February 2008 involving approximately 129.8 million shares of the Company (of which approximately 70% were originally held by or for Mr. Wong Kwong Yu) (the “ Share Repurchases ”) be approved, confirmed and ratified; (2) certain breaches of duties to the Company by Mr. Wong Kwong Yu and Ms. Du Juan as more particularly set out in paragraphs 42 and 43 of the Statement of Agreed Facts included as Appendix I to the Circular (the “ Breaches of Duties ”) be approved, confirmed and ratified; and (3) the payment of HK$420,608,765.75 in aggregate by Mr. Wong Kwong Yu and Ms. Du Juan to the Company in full and final compensation in order for Mr. Wong Kwong Yu, Ms. Du Juan, Shinning Crown Holdings Inc., Shine Group Limited and any other persons to be released from all liabilities and claims arising from the Share Repurchases and the Breaches of Duties be confirmed and approved.
Dated this day of 2014 Signature(s)[5]
Notes:
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS .
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Please insert the number of shares registered in your name(s). If no number is inserted, the form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).
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If any proxy other than the chairman is preferred, strike out “THE CHAIRMAN OF THE MEETING or” here inserted and insert the name and address of the proxy desired in the space provided. ANY ALTERNATION MADE TO THIS FORM OF PROXY MUST BE INITIALED BY THE PERSON WHO SIGNS IT .
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IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK IN THE BOX MARKED “AGAINST” . Failure to complete any or all boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Special General Meeting other than those referred to in the notice convening the Special General Meeting.
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This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation must under its common seal or under the hand of an officer or attorney duly authorised.
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To be valid, this form of proxy and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy thereof must be lodged at the Company’s branch share registrar in Hong Kong, Tricor Abacus Limited not later than 48 hours before the time appointed for holding the Special General Meeting or any adjourned meeting (as the case may be) and in default the proxy shall not be treated as valid. The Company’s branch share registrar is at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Hong Kong on or before 30 March 2014 but will change to Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong with effect from 31 March 2014. Completion and return of this form of proxy shall not preclude members from attending and voting in person at the Special General Meeting or at any adjourned meeting (as the case may be) should they so wish.
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Where there are joint registered holders of any share, any one of such persons may vote any meeting, either in person or by proxy, in respect of such share as if he/she was solely entitled thereto; but if more than one of such joint holders be present at the meeting in person or by proxy, the vote of one of the said persons so present whose name stands first on the register of members in respect of such share shall be accepted to the exclusion of the votes of the other joint holders.
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The proxy need not be a member of the Company but must attend the Special General Meeting in person to represent you.
* For identification purposes only