Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Capinfo Company Limited Proxy Solicitation & Information Statement 2015

Dec 28, 2015

49668_rns_2015-12-28_4b51ad5b-3d01-4cf9-88c1-26aa8c726752.pdf

Proxy Solicitation & Information Statement

Open in viewer

Opens in your device viewer

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

==> picture [57 x 33] intentionally omitted <==

CAPINFO COMPANY LIMITED[*] 首�信息發展股份有限公司

(a joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock code: 1075)

SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

Please refer to the notice (the “Notice”) of the Extraordinary General Meeting (the “EGM”) dated 27 November 2015 of Capinfo Company Limited (the “Company”) which sets out the date, time and place of the EGM as well as the resolutions to be presented at the EGM for Shareholders’ consideration and approval.

A SUPPLEMENTAL NOTICE IS HEREBY GIVEN THAT the EGM will be held as scheduled at 10:00 a.m. on Tuesday, 12 January 2016 at Conference Room, 15th Floor, Quantum Silver Plaza, No. 23 Zhichun Road, Haidian District, Beijing, the People’s Republic of China, at which, in addition to the resolutions contained in the Notice, the following resolution submitted to the Company by Beijing State-owned Assets Management Co., Ltd. (which holds approximately 63.3% of the entire issued share capital of the Company), the controlling Shareholder of the Company, according to the law and in compliance with the Articles of Association of the Company, will also be considered and approved at discretion:

  1. To consider and approve the election of Dr. Feng Hao Cheng as non-executive Director of the sixth session of the Board of the Company.

By Order of the Board of CAPINFO COMPANY LIMITED[*] Mr. Lu Lei Executive Director and Secretary of the Board

Beijing, the People’s Republic of China, 28 December 2015

* For identification purpose only

  • 1 -

Notes:

  1. Details about the above resolution are contained in the supplemental circular (the “Supplemental Circular”) of the Company dated 28 December 2015. Unless the context requires otherwise, the terms used in this Supplemental Notice of EGM shall have the meanings same as those used in the Supplemental Circular.

  2. Please be noted that the original Ordinary Resolution no.2 (to consider and approve the election of Mr. Yan Shi as non-executive Director of the sixth session of the Board of the Company) in the Notice shall now be revoked.

  3. Since the proxy form (the “Original Proxy Form”) issued with the circular dated 27 November 2015 does not contain the new resolution in the Supplemental Notice of EGM, a new proxy form (the “Supplemental Proxy Form”) is issued with this Supplemental Circular.

  4. If any Shareholder has not yet submitted the Original Proxy Form according to the instructions in the Notice of EGM and wishes to appoint a proxy to attend the EGM on his behalf, he is required to submit the Supplemental Proxy Form. In this case, the Shareholder shall not submit the Original Proxy Form.

  5. To be valid, this Supplemental Proxy Form, together with any power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company’s H share registrar and transfer office in Hong Kong, Hong Kong Registrars Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (in the case of H shares) or the office of the Company at 12th Floor, Quantum Silver Plaza, 23 Zhichun Road, Haidian District, Beijing, the People’s Republic of China (in the case of domestic shares) not less than 24 hours before the time scheduled for the meeting or any adjournment thereof.

  6. For any Shareholder who has submitted the Original Proxy Form according to the instructions set out in the Notice of EGM, please note that:

  7. (i) if the Shareholder has not submitted the Supplemental Proxy Form, the Original Proxy Form (if properly completed) shall be deemed as a valid proxy form submitted by the Shareholder. The proxy appointed according to the Original Proxy Form shall be entitled to vote according to the instructions given previously by the Shareholder or to vote at his discretion (if no such instructions were given) at the EGM on the resolutions proposed in the Notice of EGM, and to vote at his discretion on the new resolution set out in the Supplemental Notice of EGM;

  8. (ii) if the Shareholder has submitted the Supplemental Proxy Form prior to the deadline set out in the Notice of EGM, then the Supplemental Proxy Form (if properly completed) shall be deemed as a valid proxy form submitted by the Shareholder. The Original Proxy Form shall be deemed to be revoked. The proxy appointed pursuant to the Supplemental Proxy Form shall be entitled to vote according to the instructions given previously by the Shareholder or to vote at his discretion (if no such instructions were given) on any resolution (including the new resolution set out in the Supplemental Notice of EGM) proposed in an appropriate manner at the EGM; and

  9. (iii) if the Shareholder submitted the Supplemental Proxy Form after the designated time, or the Supplemental Proxy Form submitted is improperly completed, the Supplemental Proxy Form will be invalid. The Original Proxy Form, if properly completed, will be treated as a valid proxy form submitted by the Shareholder. The arrangement as mentioned in (i) above shall apply as if no Supplemental Proxy Form was submitted.

  10. 2 -

  11. Completion and delivery of the Original Proxy Form and/or the Supplemental Proxy Form will not preclude you from attending and voting at the meeting or any adjournment thereof if you so wish.

  12. Please refer to the Notice of EGM for details about other resolutions to be submitted for consideration and approval at the EGM, eligibility of Shareholders to attend the EGM, appointment of proxies, registration procedures, closure of register of members and other matters.

  13. As of the date of this supplemental notice, the executive directors of the Company are Dr. Wang Xu and Mr. Lu Lei; the non-executive directors of the Company are Mr. Wu Shengjiao, Mr. Shi Hongyin, Mr. Zhou Weihua, Mr. Shan Yuhu and Ms. An Lili, and the independent non-executive directors of the Company are Ms. Zhou Liye, Mr. Gong Zhiqiang, Dr. Jiao Jie and Mr. Cheung, Wai Hung Boswell.

  14. 3 -