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BGMC International Limited Proxy Solicitation & Information Statement 2024

Jul 23, 2024

50096_rns_2024-07-23_1e0b906c-5dd9-477f-b155-e9f10d08eca7.pdf

Proxy Solicitation & Information Statement

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BGMC International Limited 璋利國際控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1693)

FORM OF PROXY FOR USE IN CONNECTION WITH

THE EXTRAORDINARY GENERAL MEETING TO BE HELD AT UNIT 2413A, 24/F, TOWER ONE, LIPPO CENTRE, 89 QUEENSWAY, ADMIRALTY, HONG KONG ON THURSDAY, 8 AUGUST 2024 AT 10:00 A.M. OR AT THE ADJOURNMENT THEREOF

I/We, (Name)

of (Address)

being the registered holder(s) of

(Note 1) (Note 1) (Note 2)

ordinary shares of HK$0.01 each in the capital of BGMC International Limited (the “ Company ” and the “ Shares ”, respectively), HEREBY APPOINT

(Name) of

(Address) or

failing him/her, 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 extraordinary general meeting of the Company (the “ EGM ”) to be held at Unit 2413A, 24/F, Tower One, Lippo Centre, 89 Queensway, Admiralty, Hong Kong on Thursday, 8 August 2024 at 10:00 a.m. and at the adjournment thereof for the purpose of considering and, if thought fit, passing the resolution as set out in the notice (the “ Notice ”) convening the EGM. Unless otherwise defined, capitalised terms used herein shall have the same meanings as those defined in the Notice. My/our proxy is authorised and instructed to vote as indicated [(Note][4)] in respect of the under-mentioned resolution:

ORDINARY RESOLUTION*FOR (Note 4)AGAINST (Note 4)To approve the Share Consolidation and to authorise the Directors to do all such acts, deeds and things and toeffect all necessary actions as they may consider necessary or desirable in connection with the implementationof the Share Consolidation and to aggregate all fractional Consolidated Shares and sell them for the benefits ofthe Company.
  • For the full text of the proposed resolution, please refer to the Notice.
SignatureNotes:1.2. 3. 4.5. 6.7.8. 9.10.11.(i)(ii) (Notes 5 and 6)Dated thisFull name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be statPlease insert the number of Shares registered in your name(s) to which this proxy relates; if no number is inserted, this form ofname(s).A member of the Company (the “Member”) may appoint one (or, if he/she/it holds two or more Shares, more than one) proxyinsert the name and address of the person appointed as proxy in the space provided.A proxy needs not be a Member but muproxy is appointed, the original form of proxy may be photocopied for use and the appointment shall specify the number of IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK (✓) THE BOX MARKED “FORPLEASE TICK (✓) THE BOX MARKED “AGAINST”. Failure to tick a box will entitle your proxy to cast your vote at hentitled to vote at his/her discretion on any resolution properly put to the EGM other than those referred to in the Notice. If against the relevant resolution in the event that a poll is called, please insert the number of Shares in the relevant box.The form of proxy must be signed by the appointor or his/her attorney duly authorised in writing or, if such appointor is a corof an officer, attorney or other person authorised to sign the same.In the case of joint shareholders, the signature of any one shareholder will be sufficient but the names of all the joint sharehWhere there are joint holders of any Share, any one of such joint holders may vote at the EGM, either in person or by proxy, but if more than one of such joint holders is present at the EGM, that one of the said persons so present whose name stands fiShare shall be entitled to vote in respect thereof.In order to be valid, this form of proxy must be completed, signed and deposited at the Company’s branch share registrar andLimited (the “Hong Kong Branch Share Registrar”) at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong twhich it is signed (or a notarially certified copy thereof), not later than 48 hours before the time appointed for holding the EGKong time)) or the adjournment thereof. Completion and return of the form of proxy shall not preclude Members from adjournment thereof, should they so wish, and in such event, the form of proxy shall be deemed to have been revoked.Any alteration made to this form of proxy must be initialled by the person who signs it.The Company reserves its right to treat any form of proxy which has been incorrectly completed in some manner as valid if discretion, not material.A Member or his/her/its proxy should produce proof of identity when attending the EGM. If a corporate Member appoints produce proof of identity and a copy of the resolution of the board of directors or other governing body of that Member appPERSONAL INFORMATION COLLECTION STATEMENT“Personal Data” in these statements has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, ChaYour supply of Personal Data to the Company is on a voluntary basis and is used for processing your instructions and/or req day ofed.proxy will be deemed to relate toof his/her/its own choice. If suchst attend the EGM in person to Shares in respect of which such p”. IF YOU WISH TO VOTE AGis/ her discretion or abstain from you wish to vote part of your Shporation, must be either under itsolders should be stated. in respect of such Share as if he/ rst on the register of members of transfer office in Hong Kong, Boogether with a power of attorney M (i.e. no later than Tuesday, 6 Asubsequently attending and votin such incorrectness is considered its representative to attend the Eointing such representative to attpter 486 of the Laws of Hong Kouests as stated in this form of pro 2024all the Shares registered in youran appointment is made, please**represent you.**If more than oneroxy is so appointed.AINST ANY RESOLUTION, voting. Your proxy will also beares for and part of your Sharescommon seal or under the handshe were solely entitled thereto, the Company in respect of suchardroom Share Registrars (HK) or other authority, if any, underugust 2024 at 10:00 a.m. (Hongg in person at the EGM or the by the Company, at its absoluteGM, such representative shouldend the EGM.ng (the “PDPO”).xy.
  • (iii) Your Personal Data will not be transferred to any third parties (other than the Hong Kong Branch Share Registrar) unless it is a requirement to so do by applicable codes, rules and law, for example, in response to a court order or a law enforcement agency’s request and will be retained for such period as may be necessary for our 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 should be in writing addressed to the Personal Data Privacy Officer of Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong.