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China Starch Holdings Limited — Proxy Solicitation & Information Statement 2013
Apr 9, 2013
50898_rns_2013-04-09_33fa577a-d599-4c9d-99c2-30ec076a2fd8.pdf
Proxy Solicitation & Information Statement
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CHINA STARCH HOLDINGS LIMITED 中 國 澱 粉 控 股 有 限 公 司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 3838)
PROXY FORM
Form of proxy for use by shareholders at the annual general meeting to be held at 10:00 a.m. on 15 May 2013 (Wednesday) at Shenzhen South China Harbour View Hotel, No.3125, Nanxin Road, Nanshan District, Shenzhen, the People’s Republic of China (the ‘‘PRC’’) or any adjournment thereof
I/We (note a)
of
being the registered holder(s) of
(note b)
shares of HK$0.10 each in the capital of China Starch Holdings Limited (the ‘‘Company’’) hereby appoint the Chairman of the annual general meeting of the Company (the ‘‘Meeting’’) or
of
to act as my/our proxy (note c) to attend for me/us at the Meeting to be held at 10:00 a.m. on, 15 May 2013 (Wednesday) at Shenzhen South China Harbour View Hotel, No.3125, Nanxin Road, Nanshan District, Shenzhen, the PRC (or any adjournment thereof) for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting and at the Meeting (or any adjournment thereof) to vote on my/our behalf and in my/our name(s) in respect of the said resolutions as indicated below or, if no indication is given, as my/our proxy thinks fit.
| ORDINARY RESOLUTIONS | FOR(note d) | AGAINST(note d) | ||
|---|---|---|---|---|
| 1. | To | receive and approve the audited consolidated financial statements of the Company and | ||
| its | subsidiaries and the reports of the directors (‘‘Directors’’) and the auditors of the | |||
| Company for the year ended 31 December 2012 | ||||
| 2. | To | declare a final dividend (with scrip dividend option) for the year ended 31 December | ||
| 2012 | ||||
| 3. | (a) | To re-elect Mr. Gao Shijun as an executive Director | ||
| (b) | To re-elect Mr. Yu Yingquan as an executive Director | |||
| (c) | To re-elect Mr. Yue Kwai Wa, Ken as an independent non-executive Director | |||
| (d) | To authorise the board of Directors to fix the remuneration of the Directors | |||
| 4. | To | re-appoint PricewaterhouseCoopers as the auditors of the Company and authorise the | ||
| board of Directors to fix their remuneration | ||||
| 5. | (1) | To grant a general mandate to the Directors to allot, issue and deal with the | ||
| Company’s shares | ||||
| (2) | To grant a general mandate to the Directors to purchase the Company’s shares | |||
| (3) | To add the nominal amount of the shares in the Company purchased by the Company | |||
| to the general mandate granted to the Directors under resolution no. 5(1) above |
Date this day of 2013 Shareholder’s signature (notes e, f, g and h)
Notes:
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a. Full name(s) and address(es) to be inserted in BLOCK CAPITAL LETTERS. The names of all joint registered holders should be stated. b. Please insert the number of shares of the Company (‘‘Shares’’) registered in your name(s). If no number is inserted, this 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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c. A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words ‘‘the Chairman of the annual general meeting of the Company (the ‘‘Meeting’’) or’’ and insert the name and address of the person appointed in the space provided.
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d. If you wish to vote for any of the resolutions set out above, please tick (‘‘P’’) the boxes marked ‘‘For’’. If you wish to vote against any resolutions, please tick (‘‘P’’) the boxes marked ‘‘Against’’. If the form of proxy returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those set out in the notice convening the Meeting.
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e. Where there are joint registered holders of any Share, any one of such joint holders may vote, 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 are present at the Meeting, personally or by proxy, that one of the said persons so present whose name stands first on the register of members in respect such Share shall alone be entitled to vote in respect thereof.
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f. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under seal or under the hand of an officer or attorney duly authorised.
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g. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the offices of the Company’s Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time fixed for holding the Meeting or any adjournment thereof.
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h. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish. i. The full text of these resolutions are set out in the notice of the Meeting.