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China Information Technology Development Limited — AGM Information 2017
Nov 8, 2017
51312_rns_2017-11-08_d983151f-67f9-454b-ae0f-be63a71f4d1d.pdf
AGM Information
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.
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(incorporated in the Cayman Islands with limited liability)
(Stock Code: 08178)
NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT an extraordinary general meeting of China Information Technology Development Limited (the “ Company ”) will be held at Suite 2802, 28/F., Prosperity Tower, 39 Queen’s Road Central, Hong Kong on Thursday, 30 November 2017 at 11:00 a.m. for the purpose of considering and, if thought fit, passing with or without amendments, the following resolutions of the Company:
ORDINARY RESOLUTIONS
“ THAT
- (A) the agreement dated 26 September 2017 (the “ Agreement ”) entered into between Rosy Depot Limited, a company incorporated in the British Virgin Islands with limited liability and a wholly-owned subsidiary of the Company (the “ Vendor ”) and Double Luck Limited, a company incorporated in the British Virgin Islands with limited liability (the “ Purchaser ”), pursuant to which the Vendor conditionally agreed to dispose of, and the Purchaser conditionally agreed to acquire 21 ordinary shares of US$1.00 each in the issued share capital of Faithful Asia Group Limited (the “ Disposal Company ”), representing 21% of the existing issued share capital of the Disposal Company (the “ Sale Shares ”) at a consideration of HK$43,050,000 and all the transactions contemplated thereunder be and are hereby approved, confirmed and ratified; and
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- (B) any of the director of the Company (the “ Director ”) be and is hereby authorised to do all such further acts and things, negotiate, approve, agree, sign, initial, ratify and/or execute such further documents, instruments and agreements (whether under common seal or not) and to take all steps and to do all such acts or things deemed by him/her to be incidental to, ancillary to or in connection with the matters contemplated in the Agreement and the transactions contemplated thereunder as he/she may in his/her absolute discretion consider necessary, desirable or expedient to give effect to the Agreement and the implementation of all transactions contemplated thereunder and to agree with such variation, amendment or waiver as, in the opinion of the Directors, in the interest of the Company and its shareholders as a whole.”
By order of the Board China Information Technology Development Limited Tse Chi Wai Executive Director and Company Secretary
Hong Kong, 9 November 2017
Registered office: Principal place of business in Hong Kong: Cricket Square Suite 2802, 28/F., Hutchins Drive Prosperity Tower, P.O. Box 2681 39 Queen’s Road Central, Grand Cayman KY1-1111 Central Cayman Islands Hong Kong
Notes:
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Any member entitled to attend and vote at the meeting convened by the above notice is entitled to appoint one or more proxies to attend and, in the event of a poll, vote in his/her stead. A proxy needs not be a member of the Company.
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In order to be valid, the form of proxy must be duly lodged at the Company’s branch registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong together with a power of attorney or other authority, if any, under which it is duly signed or a certified copy of that power of attorney or authority, no later than Tuesday, 28 November 2017 at 11:00 a.m. (Hong Kong Time).
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Completion and return of a form of proxy will not preclude a member from attending in person and voting at the above meeting or any adjournment thereof, should he so wish, and in such event, the form of proxy shall be deemed to be revoked.
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As at the date of this notice, the Board comprises Mr. Wong Kui Shing, Danny (Chairman and Chief Executive Officer), Mr. Tse Chi Wai, Mr. Wong King Shiu Daniel, Mr. Chan Kai Leung, Ms. Wu Jingjing, and Mr. Takashi Togo as executive Directors; Mr. Wong Chi Yung as non-executive Director; Mr. Hung Hing Man, Mr. Wong Hoi Kuen, Mr. May Tai Keung, Nicholas and Dr. Chen Shengrong as independent non-executive Directors.
This notice, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this notice is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this notice misleading.
This notice will be available on the Company’s website http://www.citd.com.hk and will remain on the “Latest Company Announcement” page on the GEM website at http://www.hkgem.com for at least 7 days from the date of its posting.
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