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China Longevity Group Company Limited — Proxy Solicitation & Information Statement 2025
Apr 28, 2025
50225_rns_2025-04-28_c4bb5124-643d-48f3-8144-7c1d65a59b76.pdf
Proxy Solicitation & Information Statement
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中国光天 CHINA LONGEVITY
CHINA LONGEVITY GROUP COMPANY LIMITED
中國能天集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1863)
Proxy Form for Annual General Meeting to be held on 13 June 2025 (and at any adjournment thereof)
I/We (Note 1)
of
being the registered holder(s) of (Note 2) shares of HK$0.001 each in the capital of China Longevity Group Company Limited (the "Company"), HEREBY APPOINT the Chairman of the meeting (Note 3) or
of
as my/our proxy to act for me/us at the Annual General Meeting (the "Meeting") (and at any adjournment thereof) of the Company to be held at Sijia Industrial Garden Zone, Huanxi Town, Jinan District, Fuzhou, Fujian, PRC on 13 June 2025 at 10:30 a.m. for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice of the Meeting and at such Meeting (and at any adjournment thereof) to vote for me/us in my/our name(s) in respect of the resolutions as indicated below:
| ORDINARY RESOLUTIONS* | FOR (Note 4) | AGAINST (Note 4) | |
|---|---|---|---|
| 1. | To receive and approve the audited consolidated financial statements and the reports of the directors (the “Directors”, and each a “Director”) and the auditors of the Company for the year ended 31 December 2024. | ||
| 2. | To re-elect Mr. Gao Juwen as an executive Director. | ||
| 3. | To re-elect Mr. Lu Jiayu as an independent non-executive Director. | ||
| 4. | To re-elect Ms. Jiang Ping as an independent non-executive Director. | ||
| 5. | To authorise the board of Directors (the “Board”) to fix the Directors’ remuneration. | ||
| 6. | To re-appoint ZHONGHUI ANDA CPA LIMITED as the auditors of the Company and authorise the Board to fix their remuneration. | ||
| 7A. | To grant a general mandate to the Directors to allot, issue and deal with the additional ordinary shares of the Company not exceeding 20% of the total number of issued shares of the Company at the passing of the relevant resolution. | ||
| 7B. | To grant a general mandate to the Directors to repurchase shares not exceeding 10% of the total number of issued shares of the Company at the passing of the relevant resolution. | ||
| 7C. | To extend the general mandate granted to the Directors to issue, allot and deal with additional shares of the Company under resolution numbered 7A to include the number of shares of the Company repurchased pursuant to the general mandate to repurchase shares under resolution numbered 7B at the passing of the relevant resolution. |
- Please refer to the Notice of Annual General Meeting issued by the Company on 28 April 2025 for the full text of resolutions.
Dated this __ day of __ 2025
Signature(s) (Note 5): _________
Notes:
- Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
- Please insert the number of shares registered in your name(s) to which the proxy relates. If no number is inserted, this proxy form will be deemed to relate to all the shares of the Company registered in your name(s).
- If any proxy other than the Chairman of the Meeting is preferred, strike out "the Chairman of the Meeting or" and insert the name and address of the desired proxy in the space provided. Any alteration made to this proxy form must be initialed by the person(s) who sign(s) it.
- IMPORTANT: If you wish to vote for any resolution(s), please tick the appropriate box(es) marked "FOR". If you wish to vote against any resolution(s), please tick the appropriate box(es) marked "AGAINST". Failure to complete any or all boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice of the Meeting.
- This proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, either under its common seal or under the hand of an officer or attorney or any person duly authorised to sign the same.
- Where there are joint holders of any share, any one of such persons may vote at any meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto; but if more than one of such joint holders be present at any meeting the vote of the senior holder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members in respect of the joint holding.
- To be valid, this proxy form together with the power of attorney or other authority (if any) under which it is signed (if any) or a notarially certified copy thereof, must be deposited with the Company's share registrar in Hong Kong, Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F, 148 Electric Road, North Point, Hong Kong not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof (i.e., no later than 10:30 a.m. on 11 June 2025 (Hong Kong time)).
- The proxy needs not be a member of the Company but must attend the Meeting in person to represent you.
- Whether or not you attend or present at the Meeting, you are requested to complete the proxy form. The completion and delivery of this proxy form will not preclude you from attending and voting at the Meeting if you so wish. In such event, this form of proxy will be deemed to be revoked.
- Voting by poll is required for any resolution put to vote at the AGM.
PERSONAL INFORMATION COLLECTION STATEMENT
Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting of the Company (the 'Purposes'). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, 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/Boardroom Share Registrars (HK) Limited at the above address.