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Bloks Group Limited Proxy Solicitation & Information Statement 2020

Apr 24, 2020

49127_rns_2020-04-24_726f4990-6fd7-428a-9f18-4cb73544f9e5.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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Concord New Energy Group Limited 協合新能源集團有限公司 *

(Incorporated in Bermuda with limited liability)

(Stock Code: 182)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the special general meeting (“ SGM ”) of Concord New Energy Group Limited (the “ Company ”) will be held at 10:00 a.m. on Wednesday, 13 May 2020 at Suite 3901, 39th Floor, Far East Finance Centre, 16 Harcourt Road, Admiralty, Hong Kong to consider and, if thought fit, pass the following resolution of the Company:

Unless otherwise defined, capitalised terms used herein shall have the same meanings as ascribed to them in the circular of the Company dated 24 April 2020.

ORDINARY RESOLUTIONS

1. “ THAT :

  • (a) the agreements entered into pursuant to the Everbright Finance Lease Arrangement (including the Everbright Finance Lease Agreement, the Everbright Sale and Purchase Agreement and the Everbright Security Agreements, and copies of which are signed by the chairman of the SGM for identification purpose and have been tabled at the SGM), and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified; and

  • (b) any one director of the Company (the “ Director ”) be and is hereby generally and unconditionally authorized to do all such acts and things, to sign and execute all such further documents for and on behalf of the Company by hand, or in case of execution of documents under seal, to do so jointly with any of a second Director, a duly authorized representative of the Director or the company secretary of the Company (the “ Company Secretary ”) and to take such steps as he may in his absolute discretion consider necessary, appropriate, desirable or expedient to give effect to or in connection with the transactions contemplated under the Everbright Finance Lease Arrangement.”

  • For identification purpose only

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2. “ THAT :

  • (a) the agreements entered into pursuant to the Huaneng Tiancheng Finance Lease Arrangement I (including the Huaneng Tiancheng Finance Lease Agreement I, the Huaneng Tiancheng Transfer Agreement and the Huaneng Tiancheng Security Agreements, and copies of which are signed by the chairman of the SGM for identification purpose and have been tabled at the SGM), and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified; and

  • (b) any one Director be and is hereby generally and unconditionally authorized to do all such acts and things, to sign and execute all such further documents for and on behalf of the Company by hand, or in case of execution of documents under seal, to do so jointly with any of a second Director, a duly authorized representative of the Director or the Company Secretary and to take such steps as he may in his absolute discretion consider necessary, appropriate, desirable or expedient to give effect to or in connection with the transactions contemplated under the Huaneng Tiancheng Finance Lease Arrangement I.”

3. “ THAT :

  • (a) the agreements entered into pursuant to the Huaneng Tiancheng Finance Lease Arrangement II (including the Huaneng Tiancheng Finance Lease Agreement II (the execution of the Huaneng Tiancheng Finance Lease Agreement II is conditional on the approval/completion of the Huaneng Tiancheng Transfer Agreement, while the execution of the Huaneng Tiancheng Transfer Agreement is not conditional on the approval/ completion of the Huaneng Tiancheng Finance Lease Agreement II) and the Huaneng Tiancheng Security Agreements, and copies of which are signed by the chairman of the SGM for identification purpose and have been tabled at the SGM), and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified; and

  • (b) any one Director be and is hereby generally and unconditionally authorized to do all such acts and things, to sign and execute all such further documents for and on behalf of the Company by hand, or in case of execution of documents under seal, to do so jointly with any of a second Director, a duly authorized representative of the Director or the Company Secretary and to take such steps as he may in his absolute discretion consider necessary, appropriate, desirable or expedient to give effect to or in connection with the transactions contemplated under the Huaneng Tiancheng Finance Lease Arrangement II.”

For and on behalf of

Concord New Energy Group Limited

Chan Kam Kwan, Jason Company Secretary

Hong Kong, 24 April 2020

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Notes:

  1. Any shareholder entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a shareholder of the Company.

  2. In order to be valid, a form of proxy in the prescribed form together with the power of attorney or other authority (if any) under which it is signed must be deposited at the branch share registrar of the Company, Tricor Tengis Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time fixed for holding the meeting. Completion and return of the form of proxy will not preclude a shareholder of the Company from attending and voting in person at the SGM or any adjournment thereof, should he/she so wish. In such event, the instrument appointing a proxy shall be deemed to be revoked.

  3. As at the date of this notice, the board of Directors comprises Mr. Liu Shunxing (Chairman), Ms. Liu Jianhong (Vice Chairperson), Mr. Yu Weizhou (Chief Executive Officer), Mr. Gui Kai, Mr. Niu Wenhui, Dr. Shang Li and Mr. Zhai Feng (all of above are executive Directors), Mr. Wang Feng (who is a nonexecutive Director) and Mr. Yap Fat Suan, Henry, Dr. Jesse Zhixi Fang, Ms. Huang Jian and Mr. Zhang Zhong (who are independent non-executive Directors).

  4. As required under the Listing Rules, the above resolutions will be decided by way of poll.

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