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CBK Holdings Limited Proxy Solicitation & Information Statement 2024

Oct 10, 2024

51441_rns_2024-10-10_311d62ae-80af-4be0-bc5f-6be070d964c8.pdf

Proxy Solicitation & Information Statement

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CBK Holdings Limited 國茂控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8428)

FORM OF PROXY FOR AN EXTRAORDINARY GENERAL MEETING TO BE HELD ON WEDNESDAY, 30 OCTOBER 2024

(or at any adjournment thereof)

I/We [(Note][1)]

of

being the registered holder(s) of

(Note 2) shares (“ Shares ”) of HK$0.01

each in the capital of CBK Holdings Limited (the “ Company ”), hereby appoint the chairman of the extraordinary general meeting of the Company (the “ EGM ”) or

of

to act as my/our proxy [(Note][3)] to attend and act for my/our behalf at the EGM to be held at 7/F, Wheelock House, 20 Pedder Street, Central, Hong Kong on Wednesday, 30 October 2024 at 1:00 p.m. or at any adjournment thereof and to vote on my/our behalf in respect of the resolution as set out in the notice of the EGM dated 14 October 2024 (the “ EGM Notice ”) as hereunder indicated, or if no indication is given, as my/our proxy thinks fit. Capitalised terms used herein shall have the same meanings as ascribed to them in the EGM notice.

Please indicate with a “✓” in the appropriate boxes provided below how you wish your vote(s) to be cast on a poll [(Note][4)] .

SPECIAL RESOLUTION FOR
(Notes 5 & 6)
AGAINST
(Notes 5 & 6)
To consider and approve that, subject to and conditional upon the necessary approval of
the Registrar of Companies in the Cayman Islands having been obtained, the dual foreign
name in Chinese of the Company be changed from "國茂控股有限公司” to "漢諾佳池控股
有限公司” and the English name of the Company remains unchanged as “CBK Holdings
Limited” with effect from the date on which the Registrar of Companies in the Cayman
Islands enters the new dual foreign name in Chinese of the Company on the register of
companies maintained by the Registrar of Companies in the Cayman Islands in place of
the former dual foreign name in Chinese of the Company, and issues the relevant
certificate, and that any one director or the company secretary of the Company be and is
hereby authorised to do all things and acts and sign all documents as they may consider
necessary, desirable or expedient to implement and/or give effect to any matters relating
to or in connection with the aforesaid change of the Company’s dual foreign name in
Chinese.

Date:

Signature [(Note][6)] :

  1. Full name(s) and address(es) to be inserted in BLOCK LETTERS as shown in the register of members of the Company.

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

  3. A proxy“the chairmanneed notof thebe aextraordinarymember of thegeneralCompany.meetingIf youofwishthe Companyto appoint(thesome“ EGM person”) or”otherandthaninsertthe chairmanthe name ofandtheaddressEGM asofyourthe personproxy, pleaseappointeddeleteinthethewordsspace provided. A member of the Company is entitled to attend and vote at the EGM is entitled to appoint another person as his proxy to attend and vote instead of him or, if he/she/it is the holder of two or more shares, more proxies to attend and vote instead of him/her/it.

  4. If you wish to vote for the resolution set out above, please tick “✓” the box marked “FOR”. If you wish to vote against the resolution, please tick “✓” the box “AGAINST”. If the form returned is duly signed but without specific direction on the resolution, the proxy will vote or abstain at his/her/its discretion in respect of the resolution.

  5. The resolution will be put to vote by way of poll at the EGM. Every member of the Company (in the case of a member being a corporation, by its duly authorised representative) or by proxy shall have one vote for every fully paid share of which he/she/it is the holder. A person entitled to more than one vote on a poll need not use all his/her/its votes or cast all the votes he/she/it uses in the same way and in such cases, please state the relevant number of shares in the appropriate box(es) above.

  6. 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 either executed under its common seal or under the hand of an officer or attorney or other person duly authorised.

  7. To be valid, this form of proxy together with the power of attorney or other authority (if any) under which it is signed or a certified copy thereof, must be deposited at the Company’s Hong Kong branch share registrar and transfer office, Union Registrars Limited, at Suites 3301-04, 33/F, Two Chinachem Exchange Square, 338 King’s Road, North Point, Hong Kong, not less than 48 hours before the time fixed for holding the EGM or any adjournment thereof.

  8. For the purpose of determining members who are qualified for attending the EGM, the register of members of the Company will be closed from Friday, 25 October 2024 to Wednesday, 30 October 2024 (both days inclusive), during which period no transfer of Shares will be registered. In order to qualify for attending and voting at the EGM, all share transfer documents accompanied by the relevant share certificates must be lodged with the Company’s Hong Kong branch share registrar and transfer office, Union Registrars Limited, at the above address by no later than 4:00 p.m. on Thursday, 24 October 2024.

  9. Completion and return of a form of proxy will not preclude you from subsequently attending and voting at the EGM and, in such event, your form of proxy shall be deemed to be revoked.

  10. Any alternation made to this form must be initialled by the person who signs the form.

PERSONAL INFORMATION COLLECTION STATEMENT

Yourproxysupply(or proxies)of yourandandyouryourvotingproxy’sinstructions(or proxies’)for thename(s)EGM (theand address(es)“ Purposes ”).isWeon maya voluntarytransferbasisyour forandtheyourpurposeproxy’sof(orprocessingproxies’)yourname(s)requestand foraddress(es)the appointmentto our agent,of a contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the 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 or the Company’s Hong Kong branch share registrar and transfer office, Union Registrars Limited, at the above address.