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Beijing Yunji Technology Co., Ltd. Proxy Solicitation & Information Statement 2016

Apr 15, 2016

50748_rns_2016-04-15_532c7ef4-57f9-481f-be44-3cf6e5d606b8.pdf

Proxy Solicitation & Information Statement

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(Incorporated in Bermuda with limited liability)

(Stock Code: 1196)

PROXY FORM

Form of proxy for use at the annual general meeting (the “Annual General Meeting”) of Realord Group Holdings Limited (the “Company”) to be held at 11:00 a.m. on Thursday, 19 May 2016, at Victoria Room IV, Level 2, Four Seasons Hotel Hong Kong, 8 Finance Street, Central, Hong Kong (or any adjournment thereof)

I/We[1 ]

of

being the registered holder(s) of[2] HEREBY APPOINT[3 ]

shares of HK$0.10 each in the capital of the Company,

of

or failing him, the chairman of the meeting as my/our proxy, to attend and vote for me/us and on my/our behalf at the Annual General Meeting (or at any adjournment thereof) of the Company to be held at 11:00 a.m. on Thursday, 19 May 2016, at Victoria Room IV, Level 2, Four Seasons Hotel Hong Kong, 8 Finance Street, Central, Hong Kong for the purpose of considering and, if thought fit, passing the ordinary resolutions set out in the notice convening such meeting and at such meeting (or at any adjournment thereof) to vote for me/us in my/our name(s) in respect of the said resolutions as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONS FOR4 AGAINST4
1. To receive and consider the report of the directors (the “Directors”) of the Company,
the report of the independent auditor of the Company and the audited consolidated
financial statements of the Companyfor theyear ended 31 December 2015
2. (a)
To re-elect Mr. Lin Xiaodongas executive Director
(b)
To re-elect Mr. Yu LeungFai as independent non-executive Director
(c)
To authorise the board of Directors to fix the remuneration of the Directors
3. To re-appoint Ernst & Young as auditors of the Company and to authorize the Board
to fix their remuneration
4. To grant the general mandate to the Directors to issue, allot and otherwise deal with
the Company’s shares (the “Shares”)
5. Togrant thegeneral mandate to the Directors to repurchase the Shares
6. To add the nominal amount of the Shares repurchased by the Company to the mandate
granted to the Directors under resolution numbered 4

Dated this

day of 2016 Signed[5 ]

Notes:

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

  2. Please insert the number of Shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in your name(s).

  3. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY . The proxy need not be a member of the Company but must attend the meeting in person to represent you. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT .

  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PUT A TICK IN THE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PUT A TICK IN THE BOXES MARKED “AGAINST”. Failure to do so will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any amendment to the resolutions referred to in the notice convening the meeting which have been properly put to the meeting.

  5. 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 signed under the hand of an officer duly authorised on that behalf together with a company chop.

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

  7. To be valid, this form of proxy, together with any power of attorney of other authority (if any) under which it is signed or a notarially certified copy of such power of 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, Wan Chai, Hong Kong not less than 48 hours before the time appointed for the holding of the meeting or the adjourned meeting (as the case may be).

  8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the meeting if you so wish. In such event, this form of proxy shall be deemed to be revoked.

  9. The register of members of the Company will be closed from Tuesday, 17 May 2016 to Thursday, 19 May 2016, both dates inclusive, during which period no transfer of shares of the Company can be registered. In order to qualify for attending the Annual General Meeting, all properly completed transfer forms accompanied by the relevant share certificates must be lodged with the branch share registrar and transfer office of the Company in Hong Kong, Tricor Tengis Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong no later than 4:30 p.m. on Monday, 16 May 2016.