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BOSA Technology Holdings Limited Proxy Solicitation & Information Statement 2022

Sep 23, 2022

51292_rns_2022-09-23_c50d06cf-9491-405b-96f8-43e1ba96dab1.pdf

Proxy Solicitation & Information Statement

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BOSA TECHNOLOGY HOLDINGS LIMITED 人和科技控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8140)

PROXY FORM

Form of proxy for use at the Annual General Meeting to be held on 18 November 2022 and any adjournment thereof

I/We[(Note][1)] ,

of

being the registered holder(s) of[(Note][2)] shares of HK$0.0001 each in the capital of the above-named Company, HEREBY APPOINT THE CHAIRMAN OF THE MEETING or[(Note][3)] of as my/our proxy to act for me/us at the Annual General Meeting of the Company to be held at Units 5906–5912, 59/F, The Center, 99 Queen’s Road Central, Hong Kong on Friday, 18 November 2022 at 11:00 a.m. (and at any adjournment thereof) for the purpose of considering and, if thought fit, passing the resolutions set out in the Notice convening the Meeting and at such Meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below, and if no such indication is given, as my/our proxy thinks fit.

Ordinary Resolutions For[(Note][4)] Against[(Note][4)] 1. To receive and consider the audited consolidated financial statements and the reports of the directors and of the auditors for the year ended 30 June 2022. 2. To re-elect Mr. Kwan Tek Sian as a non-executive Director. 3. To re-elect Mr. Yang Tien-Lee as an executive Director. 4. To re-elect Mr. Law Sung Ching Gavin as an independent non-executive Director. 5. To authorise the Board of Directors to fix the Directors’ remuneration. 6. To re-appoint Baker Tilly Hong Kong Limited as auditors of the Company and to authorize the Board of Directors to fix their remuneration. 7. To give a general mandate to the directors to allot, issue and deal with additional shares not exceeding 20% of the existing issued share capital. 8. To give a general mandate to the directors to repurchase shares in the capital of the Company not exceeding 10% of the existing issued share capital. 9. To extend the general mandate granted to the directors to issue shares by the number of shares repurchased. Special Resolution 10. To approve the adoption of the Amended and Restated Memorandum and Articles of Association of the Company.

Dated this day of Signature[(Note][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) and to which the proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).

  2. If any proxy other than the Chairman is preferred, strike out ‘‘THE CHAIRMAN OF THE MEETING or’’ here and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. A proxy needs not be a member of the Company but must attend the Meeting in person to represent you.

  3. IMPORTANT: IF YOU WISH TO VOTE FOR ANY OF THE RESOLUTIONS, TICK IN THE RELEVANT BOX BELOW THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST ANY OF THE RESOLUTIONS, TICK IN THE RELEVANT BOX BELOW THE BOX MARKED ‘‘AGAINST’’. Failure to tick either of the boxes in respect of a resolution will entitle your proxy to cast his vote in respect of that resolution at his discretion or abstain. Your proxy will also be entitled to vote at his discretion or abstain on any resolution properly put to the Meeting other than those referred to in the Notice convening the Meeting.

  4. This form of proxy must be signed by you or your attorney authorised in writing or, in the case of a corporation, must be either under its common seal or under the hand of an officer or attorney duly authorised.

  5. To be valid, this form of proxy, together with any power of attorney or other authority under which it is signed or a notarially certified copy thereof must be deposited at Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time appointed for holding of the Meeting or any adjournment thereof.

  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.

  7. Completion and return of this form of proxy will not preclude you from attending and voting at the Meeting if you so wish. In the event that you attend the Meeting after having lodged this form of proxy, it will be deemed to have been revoked.

  8. Pursuant to Rule 17.47(4) of the GEM Listing Rules, all the resolutions put to vote at the meeting shall be taken by way of poll.

PERSONAL INFORMATION COLLECTION STATEMENT

proxyYour supply(or proxies)of yourandandyouryourvotingproxy’instructionss (or proxiesfor’) name(s)the meetingand address(es)of the Companyis on a(thevoluntary‘Purposesbasis’). forWe themaypurposetransferofyourprocessingand youryourproxyrequest’s (orforproxiesthe appointment’) name(s) ofanda address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes andproxyto’ssuch(or proxiesparties’)whoname(s)are authorizedand address(es)by lawwillto requestbe retainedthe informationfor such periodor areasotherwisemay be necessaryrelevant forto fulfilthe Purposesthe Purposes.and needRequestto receivefor accessthe information.to and/or correctionYour andofyourthe relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Privacy Compliance Officer of Tricor Investor Services Limited at the above address.