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Baoye Group Company Limited Proxy Solicitation & Information Statement 2025

Jul 30, 2025

50544_rns_2025-07-30_8c498429-a343-43fc-afc4-90deff7fee56.pdf

Proxy Solicitation & Information Statement

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19

偉俊集團控股有限公司

Wai Chun Group Holdings Limited

(Incorporated in Bermuda with limited liability)

(Stock Code: 1013)

PROXY FORM FOR ANNUAL GENERAL MEETING

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 Wai Chun Group Holdings Limited (the "Company") HEREBY APPOINT

of

or failing him, the Chairman of the Meeting (Note 3) as my/our proxy to attend and vote for me/us and on my/our behalf at the Annual General Meeting (the "Meeting") of the Company to be held at Rooms 4001-02, 40/F., China Resources Building, 26 Harbour Road, Wanchai, Hong Kong on Tuesday, 26 August 2025 at 10:30 a.m. (or any adjournment thereof), to vote for me/us as hereunder indicated, or if no such indication is given, as my/our proxy thinks fit:

ORDINARY RESOLUTIONS For (Note 4) Against (Note 4)
1. To receive, consider and adopt the audited consolidated financial statements and the reports of the directors of the Company (the “Directors”) and auditor of the Company for the year ended 31 March 2025.
2. (a) To re-elect Mr. Wong Po Keung as independent non-executive director of the Company;
(b) To re-elect Mrs. Wang Ziniu as an independent non-executive director of the Company;
(c) To re-elect Ms. Xu Huiling as an independent non-executive director of the Company; and
(d) To authorize the board of Directors (the “Board”) to fix the remuneration of the Directors.
3. To re-appoint McMillan Woods (Hong Kong) CPA Limited as the auditor of the Company and to authorize the Board to fix its remuneration.
4. To grant a general mandate to the Directors to issue, allot and deal with new shares of the Company.
5. To grant a general mandate to the Directors to repurchase shares of the Company.
6. To extend the general mandate to the Directors to issue, allot and deal with new shares of the Company by addition thereto the number representing the aggregate number of shares repurchased by the Company.

Dated this __ day of __ 2025

Signature(s) (Note 5)

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of joint registered holders should be stated.
  2. Please insert the number of shares registered in your name(s) to which the proxy relates. If no number is inserted, this form will be deemed to relate to all the shares in the Company registered in your name(s).
  3. If any proxy other than the Chairman of the Meeting is preferred, strike out the words "the Chairman of the Meeting" and insert the name and address of the proxy desired in the space provided. Any alteration made to this form must be initiated by the person who signs it.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTIONS, PLEASE PLACE A “✓” IN THE APPROPRIATE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, PLEASE PLACE A “✓” IN THE APPROPRIATE BOX MARKED “AGAINST”. Failure to tick any boxes will entitle your proxy to cast his votes at his discretion.
  5. This proxy form must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be executed either under its common seal or under the hand of an officer or attorney or other person duly authorized.
  6. In the case of joint holders of shares of the Company, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holder(s) and for this purpose seniority shall be determined by the order in which the name stands on the register of members of the Company in respect of the joint holding, the first named being the senior.
  7. To be valid, this proxy form together with power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof must be deposited at the Company's branch share registrar in Hong Kong, Union Registrars Limited, Suites 3301-04, 33/F., Two Chinachem Exchange Square, 338 King's Road, North Point, Hong Kong, not less than 48 hours before the time fixed for holding the meeting (i.e. not later than 10:30 a.m. on Sunday, 24 August 2025 (Hong Kong Time)) (or any adjournment thereof).
  8. The proxy need not be a member of the Company but must attend the Meeting (or any adjournment thereof) in person to represent you.
  9. Completion and return of this form will not preclude you from attending and voting in person at the Meeting (or any adjournment thereof) if you wish to do so.

PERSONAL INFORMATION COLLECTION STATEMENT

(i) "Personal Data" in this statement has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO").
(ii) Your Personal Data is supplied to the Company on a voluntary basis. Failure to provide sufficient information may render the Company not able to process your instructions and/or request as stated in this proxy form.
(iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, the branch share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for verification and record purposes.
(iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing and sent to the Personal Data Privacy Officer of Union Registrars Limited.

  • For identification purposes only