Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Beijing Beida Jade Bird Universal Sci-Tech Company Limited Proxy Solicitation & Information Statement 2021

Feb 5, 2021

51266_rns_2021-02-05_ec71a106-009b-49c6-a655-16af24f8b899.pdf

Proxy Solicitation & Information Statement

Open in viewer

Opens in your device viewer

==> picture [59 x 54] intentionally omitted <==

北京北大青鳥環宇科技股份有限公司 BEIJING BEIDA JADE BIRD UNIVERSAL SCI-TECH COMPANY LIMITED

(a joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 08095)

Proxy Form for Special General Meeting to be held on Tuesday, 2 March 2021 (or at any adjournment thereof)

No. of shares to which this proxy relates[2] Type of shares (non-listed shares or H shares) to which this proxy relates[2]

I/We[1] (of )

being the registered holder(s) of non-listed share(s)/H share(s)[3] of Beijing Beida Jade Bird Universal Sci-Tech Company Limited (the ‘‘Company’’ HEREBY APPOINT the Chairman of the Special General Meeting (the ‘‘SGM’’) or[4] (of ) asBuilding,my/ourNo.proxy207atChengfuthe SGMRoad,(or atHaidianany adjournmentDistrict, Beijingthereof)100871,of the Companythe Peopleto’s beRepublicheld at ofConferenceChina (theRoom‘‘PRCA,’’)Blockat 10:30B, 3rda.m.Floor,on Tuesday,Beida Jade2 MarchBird 20212021 (thefor the‘‘Noticepurpose’’) andof consideringat the SGM and(or atif anythoughtadjournmentfit, passingthereof)the specialto voteresolutionson my/our asbehalfset outin respectin the noticeof the resolutionsconvening theas directedSGM datedbelow:8 February

Special resolutions For[5] Against[5] 1. To grant the specific mandate to the directors of the Company to allot and issue no SharesmoreconditionsthanIssueset400,000,000’’out) andin theto circularauthorisenew H ofsharesthethe Companyboardof theofCompanydirectorsdated 8 Februarypursuantof the Company2021to the(theterms‘‘andNewandanyH director(s) of the Company delegated by the board of directors of the Company (acting individually or collectively) to complete and do all such acts or things as they may consider necessary, appropriate, desirable or expedient to give effect to or in connection with the New H Shares Issue and the transactions contemplated thereunder. 2. articlesTo approveof associationthe proposedof theamendmentsCompany to(theArticle‘‘Articles17, Articleof Association18 and Article’’) subsequent21 of theto completion of the New H Shares Issue and to authorise the board of directors of the Company and any director(s) of the Company delegated by the board of directors of the Company (acting individually or collectively) to make necessary consequential amendments to Article 17, Article 18 and Article 21 of the Articles of Association subsequent to completion of the New H Shares Issue, and to make relevant registration and filing procedures with the relevant governmental authorities and to do all such acts or things as they may consider necessary, appropriate, desirable or expedient to give effect to or in connection with the amendments to the Articles of Association.

Signed this day of

, 2021

Signature(s)

Holder(s) of non-listed shares or H shares

Notes:

  1. Full name(s) (in Chinese and English) and registered address(es) (as shown in the register of members) to be inserted in BLOCK LETTERS.

  2. Please insert the number of non-listed shares or H shares relates to this proxy form. If no number is inserted, this proxy form will be deemed to relate to all such shares in the capital of the Company registered in your name(s).

  3. Please delete as appropriate.

  4. AnyofthetheSpecialholderCompany)Generalof non-listedto actMeetingasshareshis/her(theor‘‘proxyHSGMsharesto’’) attendorentitled’’ andandinserttovoteattendtheat andthenameSGMvoteandatonaddressthehis/herSGMofbehalf.theshallpersonhaveIf suchtheappointedanrightappointmenttoasappointproxy isonein made,theorspaceseveralyouprovided.maypersonsdeleteANY(whothe wordsALTERATIONmay not‘‘thebe shareholdersChairmanMADEof TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

  5. Please indicate with a ‘‘✓’’ in the appropriate space how you wish the proxy to vote on your behalf. If this form is returned duly signed but without any such indication, the proxy will vote or abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the SGM other than those referred to in the Notice.

  6. In the case of joint holders, the vote of the senior who tenders as vote, whether in person or by proxy or by representative, will be accepted to the exclusion of the votes of the other joint holder(s). For this purpose, seniority is determined by the order in which the names stand in the register of members in respect of the joint holding.

  7. This proxy form must be signed by you or your attorney duly authorised in writing; for a legal person, this proxy must be affixed with the common seal or signed by its director or attorney duly authorised in writing.

  8. ToHOPEWELLdocuments,be valid,mustCENTRE,this beproxy,deposited183andQUEENifatthis(for’proxyStheROADholdersis signedEAST,of HbyHONGshares)a personKONGtheauthorizedCompanyor (for the’sbyholdersHtheshareprincipal,ofregistrarnon-listeda innotarizedshares)Hong Kong,copythe CompanyofHongthatKong’powers principalRegistrarsof attorneyplaceLimitedoforbusinessotherat 17Mauthorizationin BeijingFLOOR,at 3RD FLOOR, BEIDA JADE BIRD BUILDING, NO. 207 CHENGFU ROAD, HAIDIAN DISTRICT, BEIJING 100871, the PRC, by 10:30 a.m. on Monday, 1 March 2021 or not less than 24 hours before the time for holding any adjournment of the SGM.

  9. Completion and delivery of the proxy form will not preclude you from attending and voting at the SGM if you so wish. 10. The descriptions of the resolutions are by way of summary only. The full text appears in the Notice.

PERSONAL INFORMATION COLLECTION STATEMENT

instructions(‘‘‘‘PersonalPDPO’’),Dataaswhich’’statedinincludethisin thisstatementyourproxyandhasformyourthe(theproxysame‘‘Purposes’smeaningname ’’andas). If‘‘address.personalyou failYourdatato supply’’supplydefinedsufficientof inthethePersonalinformation,PersonalDataDatatheis (Privacy)onCompanya voluntaryOrdinance,may basisnot beChapterandableforto486theprocessofpurposetheyourLawsof instructions.processingof Hong KongyourThe Company may disclose or transfer the Personal Data to its subsidiaries, the Share Registrar and/or third party service provider who provides administrative, computer and other services to the Company for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. The Personal Data will be retained for such period as may be necessary to fulfil the Purposes (including for verification and record purposes). Request for access to and/or correction of the Personal Data can be made in accordance with the provisions of the PDPO and any such request should be in writing and sent to the Personal Data Privacy Officer of the Share Registrar at the above address.