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Asiaray Media Group Limited — Proxy Solicitation & Information Statement 2015
May 26, 2015
50326_rns_2015-05-26_99443baf-0c9c-4113-af01-02e97012069e.pdf
Proxy Solicitation & Information Statement
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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.
Asiaray Media Group Limited 雅 仕 維 傳 媒 集 團 有 限 公 司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 1993)
NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the ‘‘EGM’’) of Asiaray Media Group Limited (the ‘‘Company’’) will be held at Room 5, Unit A, 29/F, Admiralty Centre I, 18 Harcourt Road, Hong Kong on Wednesday, 10 June 2015 at 3:00 p.m. for the purpose of considering and, if thought fit, passing, with or without amendments, the following resolution as ordinary resolution:
ORDINARY RESOLUTION
Grant of Executive Option to Executive Director
‘‘That the grant of an option pursuant to the share option scheme of the Company adopted on 6 December 2014 and effective on 15 January 2015 (the ‘‘Share Option Scheme’’) which will entitle Mr. Lam Tak Hing, alias Vincent Lam, to subscribe for 4,400,000 shares of the Company of HK$0.10 each (the ‘‘Executive Option’’) (the principal terms and conditions of which are set out in the circular of the Company dated 26 May 2015, a copy of which is produced to the meeting and marked ‘‘A’’ and initialed by the Chairman of the meeting for identification purpose) be and is hereby approved and that the directors of the Company be and are hereby authorized to do all such acts, execute all such documents and deeds as they in their absolute discretion consider necessary, desirable or expedient to give effect to the foregoing.’’
By order of the Board Asiaray Media Group Limited Lam Tak Hing, alias Vincent Lam Chairman
Hong Kong, 26 May 2015
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Notes:
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A shareholder of the Company entitled to attend and vote at the EGM is entitled to appoint one or more proxy(ies) (if he/she/it is the holder of two or more shares) to attend and on a poll, vote instead of him/ her/it at the EGM that the appointment shall specify the number and class of shares in respect of which such proxy is so appointed. A proxy need not be a member of the Company.
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A form of proxy for use at the meeting is enclosed. Whether or not you intend to attend the meeting in person, you are requested to complete, sign and return the form of proxy in accordance with the instructions printed thereon. Completion and return of the form of proxy will not preclude members from attending and voting in person at the meeting or at any adjourned meeting thereof (as the case may be) should they so wish, and in such event, the form of proxy shall be deemed to be revoked.
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In order to be valid, the instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of authority, must be lodged with the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the EGM or any adjournment thereof.
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Where there are joint registered holders of any shares, any one of such joint holders may vote, either in person or by proxy in respect of such shares as if he/she was solely entitled thereto, but if more than one of such joint holders are present at the meeting, whether in person or by proxy, the joint registered holder present whose name stands first on the register of members of the Company in respect of the shares shall be accepted to the exclusion of the votes of the other registered holders.
As at the date of this announcement, the Company’s executive directors are Mr. Lam Tak Hing, alias Vincent Lam, Mr. Yung Chung Man, Mr. So Chi Man and Mr. Lam Ka Po and the independent non-executive directors are Mr. Ma Andrew Chiu Cheung, Mr. Ma Ho Fai SBS JP and Dr. Chan Chi Fai Andrew SBS JP.
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