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Beijing Enterprises Water Group Limited — Proxy Solicitation & Information Statement 2018
Nov 14, 2018
49167_rns_2018-11-14_5c3e482c-30bd-4fbe-be48-9a66b858dafb.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 notice, 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 notice.
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(Incorporated in Bermuda with limited liability) (Stock Code: 371)
NOTICE OF SPEICAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the special general meeting (the “ Meeting ”) of the shareholders of Beijing Enterprises Water Group Limited (the “ Company ”) will be held at 66th Floor, Central Plaza, 18 Harbour Road, Wanchai, Hong Kong on Monday, 10 December 2018 at 4:30 p.m. for the purpose of considering and, if thought fit, passing the following resolution as a special resolution of the Company:-
SPECIAL RESOLUTION
“ THAT conditional upon compliance by the Company with section 46(2) of the Companies Act 1981 of Bermuda (as amended), and with effect from the business day immediately following the date of passing of this resolution (“ Effective Date ”):
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(a) the entire amount standing to the credit of the share premium account of the Company as at the Effective Date be reduced to nil (“ Reduction of Share Premium ”) and the credit arising therefrom be transferred to the contributed surplus account of the Company;
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(b) the directors of the Company be and are hereby authorised to apply any credit balance in the contributed surplus account of the Company in accordance with the bye-laws of the Company and all applicable laws; and
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(c) the directors of the Company be and are hereby authorised generally to do and carry out all acts and things which they may consider appropriate, necessary or desirable to give effect to or to implement the Reduction of Share Premium and the application of the credit which will be arising therefrom.”
By Order of the Board Beijing Enterprises Water Group Limited Li Yongcheng Chairman
Hong Kong, 15 November 2018
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Notes:
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(i) The register of members will be closed from Tuesday, 4 December 2018 to Monday, 10 December 2018 (both days inclusive), during which period no transfer of shares will be registered. In order to qualify for attending and voting at the Meeting to be held on Monday, 10 December 2018, all transfers of shares accompanied by the relevant share certificates and transfer forms must be lodged with the branch share registrar of the Company in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration not later than 4:30 p.m. on Monday, 3 December 2018.
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(ii) Any member of the Company entitled to attend and vote at the Meeting shall be entitled to appoint another person as his proxy to attend and vote instead of him/her. A member who is the holder of two or more shares entitled to attend and vote at the Meeting is entitled to appoint more than one proxy to attend and vote instead of him/her. In case of a recognised clearing house, it may authorise such person(s) as it thinks fit to act as its representative(s) and/or proxy(ies) at the Meeting and vote in its stead. A proxy need not be a member of the Company.
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(iii) In order to be valid, the form of proxy together with a power of attorney or other authority, if any, under which it is signed or a notarially certified copy of such power or authority must be deposited at the branch share registrar of the Company in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time fixed for holding the Meeting or any adjournment thereof.
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(iv) Completion and return of the proxy form in respect of the proposed special resolution for the Meeting will not preclude a member from attending and voting in person at the Meeting (or any adjournment thereof) should he/she so wishes and in such event, the proxy form for the Meeting will be deemed to have been revoked.
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(v) The translation into Chinese language of this notice of the Meeting is for reference only. In case of any inconsistency, the English version shall prevail.
As at the date of this notice of the Meeting, the board of Directors comprises ten executive directors, namely, Mr. Li Yongcheng (Chairman), Mr. E Meng (Vice Chairman), Mr. Jiang Xinhao, Mr. Zhou Min (Chief Executive Officer), Mr. Li Haifeng, Mr. Zhang Tiefu, Ms. Qi Xiaohong, Mr. Ke Jian, Mr. Tung Woon Cheung Eric and Mr. Li Li and five independent non-executive directors, namely, Mr. Shea Chun Lok Quadrant, Mr. Zhang Gaobo, Mr. Guo Rui, Mr. Wang Kaijun and Dr. Lee Man Chun Raymond.
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