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Astrum Financial Holdings Limited Proxy Solicitation & Information Statement 2021

Sep 6, 2021

51396_rns_2021-09-06_f250738b-1273-49ec-853a-5bd949f6f116.pdf

Proxy Solicitation & Information Statement

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Astrum Financial Holdings Limited 阿仕特朗金融控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8333)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

This form of proxy is for use by shareholders of Astrum Financial Holdings Limited (the ‘‘Company’’) at the extraordinary general meeting of the Company (the ‘‘EGM’’) to be held at Room 2704, 27/F, Tower 1, Admiralty Centre, 18 Harcourt Road, Hong Kong on Thursday, 23 September 2021 at 11: 00 a.m. or at any adjournment thereof.

I/We[(Note][1)]

of

being the registered holder(s) of[(Note][2)] share(s) of HK$0.01 each in the share capital of the Company hereby appoint of

or failing him/her, the chairman of the EGM[(Note][3)] as my/our proxy to attend and vote for me/us on my/our behalf at the EGM or at any adjournment thereof on the resolutions as set out in the notice convening the EGM (the ‘‘Notice’’) as directed below or, if no such direction is given, as my/our proxy shall think fit.

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----- Start of picture text ----- ORDINARY RESOLUTIONS FOR [(Note] [4)] AGAINST [(Note] [4)]1. To approve, confirm and ratify the Sale and Purchase Agreement (as defined in theNotice) and the transactions contemplated thereunder, including the allotment andissue of the Consideration Shares (as defined in the Notice), and to authorise any oneor more directors of the Company (the ‘‘Director(s)’’) to do all such acts and things forthe purpose of, or in connection with, the implementation of and giving effect to theSale and Purchase Agreement, including but not limited to the allotment and issue ofthe Consideration Shares, and the transactions contemplated thereunder whichhe/she/they consider necessary, desirable or expedient.2. Subject to and conditional upon the passing of the ordinary resolution numbered 1 asset out in the Notice, to approve the appointment of Mr. Tsang Kin Hung as anexecutive Director upon completion of the Acquisition (as defined in the Notice) and toauthorise the board of Directors to fix his remuneration.SPECIAL RESOLUTION3. Subject to and conditional upon the passing of the ordinary resolution numbered 1 asset out in the Notice and the fulfillment of the other conditions precedent in relation tothe proposed change of name of the Company, to approve the Change of the CompanyName (as defined in the Notice), and to authorise any one of the Directors or officer ofthe Company to do all such acts, deeds and things and execute all such documents ashe/she may consider necessary, desirable or expedient to give effect to the Change ofthe Company Name and to attend to any necessary registration and/or filing for and onbehalf of the Company.Dated this day of 2021 Signature of Shareholder(s) [(Note] [5)] :----- End of picture text -----

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. 2. 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).

  2. If any proxy other than the chairman of the EGM is preferred, please delete the words ‘‘or failing him/her, the chairman of the EGM’’ and insert the name and address of the proxy desired in the space provided. If no name is inserted, the chairman of the EGM will act as your proxy. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  3. IMPORTANT: IF YOU WISH TO VOTE FOR ANY OF THE RESOLUTIONS, PLEASE PLACE A ‘‘✓’’ IN THE RELEVANT BOX MARKED ‘‘FOR’’; IF YOU WISH TO VOTE AGAINST ANY OF THE RESOLUTIONS, 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/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the EGM other than the resolutions referred to in the Notice.

  4. 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.

  5. Where there are joint registered holders of any share in the capital of the Company, any one of such holders may vote at the EGM 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 EGM 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.

  6. 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 notarially certified copy of that power of attorney or authority must be deposited with the Company’s branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the EGM 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.

  7. A shareholder entitled to attend and vote at the EGM is entitled to appoint a person or persons (who must be individual) as his or her proxy or proxies to attend and, on a poll, vote instead of him or her. A proxy need not be a shareholder of the Company.

  8. Completion and delivery of this form of proxy will not preclude you from attending and voting in person at the EGM if you so wish.

  • Full text of the resolutions is set out in the Notice which is contained in the circular of the Company dated 7 September 2021 and despatched to the shareholders of the Company together with this form of proxy.

  • This form of proxy is made in English and Chinese. In case of inconsistency, the English version shall prevail.

PERSONAL INFORMATION COLLECTION STATEMENT

(orYourproxies)supplyand yourof your andvotingyourinstructionsproxy’s (orforproxies’)the EGMname(s)(the ‘‘Purposesand address(es)’’). We mayis ontransfera voluntaryyourbasisand yourfor theproxy’spurpose(or proxies’)of processingname(s)yourandrequestaddress(es)for theto ourappointmentagent, contractor,of a proxy 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 authorized 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 Company/Tricor Investor Services Limited at the above address.