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China Resources Pharmaceutical Group Limited Proxy Solicitation & Information Statement 2024

Jul 11, 2024

50810_rns_2024-07-11_9635d299-7d1d-44f0-99ee-83b90d5b2046.pdf

Proxy Solicitation & Information Statement

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(Incorporated in Hong Kong with limited liability)

(Stock Code: 3320)

Proxy form for use at the 2024 first extraordinary general meeting (‘‘EGM’’) of China Resources Pharmaceutical Group Limited (the ‘‘Company’’) to be held at Room 201, No.7, Courtyard 2, Middle of North Third Ring Road, Chaoyang District, Beijing, PRC on Wednesday, 31 July 2024 at 10:00 a.m. and at any adjournment thereof.

I/We[(note][1)]

of

being the registered holder(s) of shares[(note][2)] of the Company, hereby appoint the Chairman of the EGM or[(note][3)] Name Address No. of shares

and/or (delete as appropriate) Name Address

No. of shares

to act as my/our proxy at the EGM of the Company to be held at Room 201, No.7, Courtyard 2, Middle of North Third Ring Road, Chaoyang District, Beijing, PRC on Wednesday, 31 July 2024 at 10:00 a.m. and at any adjournment thereof. I/We direct that my/our vote(s) be cast on the specified resolution as indicated by a ‘‘P’’ in the appropriate box below[(note][4)] . In absence of any indication, the proxy may vote for or against the resolution at his/her own discretion[(note][4)] .

Unless otherwise indicated, capitalized terms used herein shall have the same meanings as those defined in the circular of the Company dated 12 July 2024.

ORDINARY RESOLUTION FOR[(note][4)] AGAINST[(note][4)]

  1. ‘‘THAT (a) the Supplemental Sales Framework Agreement to the Existing Sales Framework Agreement, a copy of which is tabled at the meeting and marked ‘‘A’’ and initialed by the chairman of the meeting for identification purpose, the terms thereof and the transactions and the Annual Caps contemplated thereunder be and are hereby approved, ratified and confirmed; and (b) any one Director be and is hereby authorized for and on behalf of the Company to execute, deliver and/or affix seal on all such other documents, instruments and agreements 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 Sales Framework Agreement.’’

Dated this 2024 Shareholder’s signature[(note][5)] :

Notes:

  1. Please insert full name(s) and address(es) in BLOCK CAPITALS as shown in the register of members of the Company.

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

  3. If any proxy other than the Chairman is preferred, strike out ‘‘the Chairman of the EGM or’’ and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK (P) THE BOX MARKED ‘‘FOR’’ BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK (P) THE BOX MARKED ‘‘AGAINST’’ BESIDE THE APPROPRIATE RESOLUTION. Failure to complete any of the boxes for each item will entitle your proxy to cast his/her votes or to abstain on the relevant resolution at his/her discretion. Your proxy will also be entitled to vote at his/her discretion or to abstain on any resolution properly put to the EGM other than those referred to in the notice convening the EGM.

  5. This proxy form must be signed by you or your attorney duly authorized in writing or in the case of a corporation must be executed either under its common seal or under the hand of its legal representative, director(s) or duly authorized attorney(s) to it.

  6. Where there are joint registered holders of any share, any one of such persons may vote at any meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders be present at any meeting in person or by proxy, that one of the said persons so present whose name stands first on the register of members in respect of such share shall alone be entitled to vote in respect thereof.

  7. To be valid, this proxy form, together with the power of attorney or other authority, if any, under which it is signed or a notarially certified copy thereof, must be deposited at the Company’s registered office at 41st Floor, China Resources Building, 26 Harbour Road, Wanchai, Hong Kong not less than 48 hours before the time for holding the EGM or any adjournment thereof.

  8. Any member of the Company entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and, on a poll, vote instead of him. The proxy need not be a member of the Company but must attend the meeting in person to represent you.

  9. Completion and deposit of this proxy form will not preclude you from attending and voting at the EGM if you so wish.

PERSONAL INFORMATION COLLECTION STATEMENT

  • (i) ‘‘Personal Data’’ in this statement has the same meaning as ‘‘personal data’’ in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (‘‘PDPO’’).

  • (ii) Your Personal Data is supplied to the Company on a voluntary basis for the purpose of processing your request for appointment of a proxy or proxies and your voting instructions for the EGM. Failure to provide sufficient information may render the Company not able to process your instructions and/or request as stated in this proxy form.

  • (iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for verification and record purposes.

  • (iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing and sent to the Personal Data Privacy Officer of the Company’s share registrar, Tricor Investor Services Limited at 17/F., Far East Finance Centre, 16 Harcourt Road, Hong Kong.