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China BlueChemical Ltd. — Proxy Solicitation & Information Statement 2022
Dec 11, 2022
50936_rns_2022-12-11_2b0ef833-40f1-44b2-b344-ec38701b88c7.pdf
Proxy Solicitation & Information Statement
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(a joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 3983)
Supplemental Proxy Form for the First Extraordinary General Meeting of 2022
Number of shares related H Shares/Domestic to this supplemental Shares/Unlisted Foreign proxy form[(note][1)] Shares[(note][2)]
I/(We)[(note][3)] of being the holder(s) of H Share(s)/Domestic Share(s)/Unlisted Foreign Share(s)[(note][2)] of China BlueChemical Ltd.* (the ‘‘Company’’) now appoint[(note][4)] (I.D. No.: ) of
or failing him, the Chairman of the meeting as my (our) proxy to attend and vote for me (us) on the resolutions in accordance with the instructions below and on my (our) behalf at the extraordinary general meeting (the ‘‘EGM’’) to be held at 8:30 a.m. on Wednesday, 28 December 2022 at the Meeting Room, 14th Floor, Kaikang CNOOC Mansion, No. 15, Sanqu, Anzhenxili, Chaoyang District, Beijing, the PRC for the purpose of considering and, if thought fit, passing the resolutions as set out in the supplemental notice of EGM dated 9 December 2022 (the ‘‘Supplemental Notice’’). Unless otherwise indicated, capitalized terms used in this supplemental proxy form shall have the same meanings as those defined in the circular of the Company dated 9 December 2022 (the ‘‘Circular’’).
| By way of ordinary resolution | For (note 5) | Against (note 5) | |||
| 3. | To consider and approve the Comprehensive Services and Product Sales Agreement with Fudao Chemical and the Proposed Continuing Connected Transactions with Fudao Chemical for the sale of product by Fudao Chemical to the Group as set out in the Circular; and the Board is hereby authorized to take such actions as are necessary to implement the Comprehensive Services and Product Sales Agreement with Fudao Chemical and the Proposed Continuing Connected Transactions with Fudao Chemical for the sale of products by Fudao Chemical to the Group. |
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| 4. | To consider and approve the Proposed Annual Cap with Fudao Chemical for the sal by Fudao Chemical to the Group as set out in the Circular; the Board is hereby auth such actions as are necessary to implement the Proposed Annual Cap with Fudao Che sale of products by Fudao Chemical to the Group. |
e of products orized to take mical for the |
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| Date Notes |
: 2022 Signature : |
: (note 4) |
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(1) Please insert the number of shares registered in your name(s) to which the proxy relates. If no number is inserted, this supplemental form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).
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(2) Please insert the type of shares (domestic shares or H shares or unlisted foreign shares) to which the proxy relates. Domestic shares means unlisted shares issued by the Company to domestic investors for subscription in Renminbi; H shares means overseas listed foreign shares; unlisted foreign shares means shares issued by the Company to foreign investors for subscription in foreign currency which are unlisted.
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(3) Please insert the full name(s) (in Chinese or in English, as shown in the register of members) and registered address(es) in BLOCK LETTERS.
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(4) A shareholder of the Company (the ‘‘Shareholder’’) entitled to attend and vote at the meeting may appoint one or more proxies to attend and vote in his/her stead. A proxy need not be a Shareholder. Where a Shareholder has appointed more than one proxy to attend the meeting, such proxies may only vote on a poll. The instrument appointing a proxy must be in writing under the hand of a Shareholder or his/her attorney duly authorised in writing. If the Shareholder is a corporation, that instrument must be either under its common seal or under the hand of its attorney or duly authorised attorney(s). If that instrument is signed by an attorney of the Shareholder, the power of attorney authorising that attorney to sign or other authorisation document must be notarised. To be valid, this supplemental proxy form together with the power of attorney or other authorisation document (if any) must be deposited at the Company’s Secretary Office of the Board in China (Address: Room 1707, Kaikang CNOOC Mansion, No. 15, Sanqu, Anzhenxili, Chaoyang District, Beijing, the PRC) (in respect of shares.holdersmeeting.TheofIndomesticHordersharetosharesregistrarbe valid,or ofunlistedthethesaidCompanyforeigndocumentsisshares)Computersharetogethernot lessmustthanHongbe24lodgedKonghoursatInvestor(i.e.,the byCompanyServices8:30 a.m.,’s Limited,H Tuesday,share registrarwhose27 Decemberaddresswithinisthe2022)17MabovementionedFloor,beforeHopewellthe timeperiodfixedCentre,byforholders183holdingQueenoftheH’s RoadInvestorEast,ServicesWanchai,LimitedHong’s officesKong. Pleasewill notnotebe openthat 24on Decemberthese days2022for physicalto 27 Decemberdelivery of2022the aresupplementalnot workingproxydaysform.in HongCompletionKong andandComputersharereturn of the supplementalHong Kong proxy form will not preclude a shareholder from attending and voting in person at the EGM if he/she so wishes.
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(5) IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK IN THE BOX MARKED ‘‘AGAINST’’. Failure to tick the box will entitle your proxy to cast your vote at his/her discretion.
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(6) The proxy form of the Company dated 11 November 2022 (the ‘‘First Proxy Form’’) will remain valid and effective to the fullset extent applicable if correctly completedresolutions andset outlodged.in theThisnoticesupplementalof EGM ofproxythe Companyform willdatednot affect11 Novemberthe validity2022of(thethe ‘‘FirstFirstProxyNoticeForm’’). If dulyyou havecompletedduly completedand lodgedandby lodgedyou intherespectFirst ofProxythe Form and validly appointed a proxy to attend and act for you at the EGM but do not duly complete and lodge this supplemental proxy form, your proxy will be entitled to vote at the discretion on the resolutions set out in the Supplemental Notice. If you do not duly complete and lodge the First Proxy Form but have duly completed and lodged this supplemental proxy form and validly appointed a proxy to attend and act for you at the EGM, your proxy will be entitled to vote at the discretion on the resolutions set out in the First Notice. For the avoidance of doubt, should the proxies being appointed to attend the EGM under each of the First Proxy Form and/or this supplemental proxy form are different and more than one of the proxies attended the EGM, only the proxy validly appointed under the First Proxy Form shall be designated to vote on all the resolutions at the EGM.
(7) Please refer to the First Notice for details in respect of the time and venue of the EGM, other resolutions to be passed at the EGM, eligibility for attending the EGM, the First Proxy Form, registration procedures, closure of register of members, reply slip and other relevant matters in relation to the EGM.
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(8) Shareholders or their proxies must present proof of their identities upon attending the EGM.
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(9) The EGM is expected to last not more than one day. Shareholders or proxies attending the EGM are responsible for their own transportation and accommodation expenses.
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For identification purpose only