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Charmacy Pharmaceutical Co., Ltd. — Proxy Solicitation & Information Statement 2016
Oct 24, 2016
50500_rns_2016-10-24_a3596982-f1c4-4c60-b129-86ae09a62cd6.pdf
Proxy Solicitation & Information Statement
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CHARMACY PHARMACEUTICAL CO., LTD. 創美藥業股份有限公司
(A joint stock limited liability company established in the People’s Republic of China)
(Stock Code: 2289)
SUPPLEMENTAL PROXY FORM FOR USE AT THE 2016 FIRST EXTRAORDINARY GENERAL MEETING TO BE HELD AT THE CONFERENCE ROOM ON 3RD FLOOR, NO. 235 SONG SHAN NORTH ROAD, LONGHU DISTRICT, SHANTOU CITY, GUANGDONG PROVINCE, THE PRC ON 9 NOVEMBER 2016 AT 3 P.M. OR AT ANY ADJOURNMENT THEREOF
| Number of shares to which this proxy form relates (Note 1) |
Domestic Shares H Shares |
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|---|---|---|
I/We [(Note][2)] of
being the registered holder(s) of [(Note][1)] H share(s)/domestic share(s) of RMB1.00 each in the share capital of Charmacy Pharmaceutical Co., Ltd. (the “ Company ”), HEREBY APPOINT [(Note][3)] THE CHAIRMAN OF THE MEETING or of
as my/our proxy to attend at the 2016 first extraordinary general meeting of the Company (the “ Meeting ”) (and at any adjournment thereof) to be held at the Conference Room on 3rd floor, No. 235 Song Shan North Road, Longhu District, Shantou City, Guangdong Province, the People’s Republic of China on 9 November 2016 at 3 p.m. for the purpose of considering and, if thought fit, passing the following resolution(s) as set out in the supplemental notice of the Meeting dated 24 October 2016, and vote for me/us and in my/our names in respect of the resolution(s) as indicated below, or, if no such indication is given, as my/our proxy thinks fit.
| ORDINARY RESOLUTION FOR(Note 4) AGAINST(Note 4) ABSTAIN(Note 4) 2. To consider and approve the appointment of Mr. Li Weisheng as a non-executive Director of the Company Dated this day of 2016 Signature(s) (Note 6) Notes: |
ORDINARY RESOLUTION FOR(Note 4) AGAINST(Note 4) ABSTAIN(Note 4) 2. To consider and approve the appointment of Mr. Li Weisheng as a non-executive Director of the Company Dated this day of 2016 Signature(s) (Note 6) Notes: |
ORDINARY RESOLUTION FOR(Note 4) AGAINST(Note 4) ABSTAIN(Note 4) 2. To consider and approve the appointment of Mr. Li Weisheng as a non-executive Director of the Company Dated this day of 2016 Signature(s) (Note 6) Notes: |
|
|---|---|---|---|
| 2. To consider and approve the appointment of Mr. Li Weisheng as a non-executive Director of the Company |
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| Dated this Notes: |
day of | 2016 Signature(s) (Note 6 |
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Please insert the number and type of share(s) registered in your name(s) relating to this supplemental proxy form. If no number is inserted, this supplemental proxy form will be deemed to relate to all of the shares in the capital of the Company registered in your name(s).
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS .
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If any proxy other than the Chairman is preferred, please strike out “ THE CHAIRMAN OF THE MEETING ” here inserted and insert the name and address of the proxy desired in the space provided. You may appoint one or more proxies to attend the Meeting. A proxy need not be a shareholder of the Company but must attend the Meeting in person to represent you. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS PROXY. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
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IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED “AGAINST”, IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED “ABSTAIN”, AND YOUR VOTING WILL BE COUNTED IN THE TOTAL NUMBER OF VOTES CAST IN THAT RESOLUTION FOR THE PURPOSE OF CALCULATING THE RESULT OF THAT RESOLUTION. Failure to complete any or all of the boxes will entitle your proxy to cast his/her/its votes at his/her/its discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the supplemental notice convening the Meeting.
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Any member of the Company (“ Member ”) entitled to attend and vote at the Meeting shall be entitled to appoint another person (who must be an individual) as his/her/its proxy to attend and vote instead of him/her/it and a proxy so appointed shall have the same right as the Member to speak at the Meeting. On a poll, votes may be given either personally or by proxy. A proxy need not be a Member. A Member may appoint more than one proxy to attend on the same occasion.
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This supplemental proxy form 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 seal or under the hand of an officer or attorney duly authorised. If the proxy form is signed by an attorney of the shareholder, the power of attorney authorising that attorney to sign or other document(s) of authorisation must be notarized.
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In order to be valid, this supplemental proxy form for the Meeting must be deposited by hand or post, for holders of H shares of the Company, to the H share registrar of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai , Hong Kong, and, for holders of domestic shares of the Company, to the headquarters in the PRC of the Company not less than 24 hours before the time for holding the Meeting (or any adjournment thereof) for taking the poll. If the proxy form is signed by a person under a power of attorney or other authority, a notarial copy of that power of attorney or authority shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude shareholders from attending and voting in person at the Meeting or any adjourned meetings should they so wish.
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In case of joint shareholder for any share, only the person whose name is at the first place on the register of shareholders has the rights to receive the certificate of relevant shares and notice from the Company and to attend or exercise all of the votes relating to the shares.
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Shareholders or their proxies shall provide their identity documents when attending the EGM. 10. The address of the headquarters in the PRC of the Company is No. 235, Song Shan North Road, Longhu District, Shantou City, Guangdong Province, PRC. 11. This proxy form is the supplemental proxy form for the purpose of the supplemental resolution set out in the supplemental notice of the Meeting dated 24 October 2016 and only serves as a supplement to the original proxy form for the Meeting.
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This supplemental proxy form will not affect the validity of any proxy form duly completed and delivered by you in respect of the resolution set out in the Notice of the Meeting dated 23 September 2016. If you have validly appointed a proxy to attend and act for you at the EGM but do not duly complete and deliver this supplemental proxy form, your proxy will be entitled to vote at the discretion on the ordinary resolution no. 2 set out in the supplemental notice of the Meeting dated 24 October 2016. If you do not duly complete and deliver the original proxy form for the EGM but have duly completed and delivered this supplemental proxy form and validly appointed a proxy to attend and act for you at the Meeting, your proxy will be entitled to vote at the discretion on the resolution set out in the Notice of the Meeting dated 23 September 2016.
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If the proxy being appointed to attend the Meeting under this supplemental proxy form is different from the proxy appointed under the original proxy form and both proxies attended the Meeting, the proxy validly appointed under the original proxy form shall be designated to vote at the EGM.