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Chinasoft International Limited — Proxy Solicitation & Information Statement 2025
May 20, 2025
49152_rns_2025-05-20_dba0dee2-ee41-47a6-b16e-3b063a421f49.pdf
Proxy Solicitation & Information Statement
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MELCO
Melco International Development Limited
(Incorporated in Hong Kong with limited liability)
Website: www.melco-group.com
(Stock Code: 200)
REVISED PROXY FORM FOR USE BY SHAREHOLDERS AT THE ANNUAL GENERAL MEETING TO BE HELD ON 5 JUNE 2025
I/We(3)
of
being the registered holder(s) of (4) _______ shares of Melco International Development Limited (the "Company") HEREBY APPOINT(5) THE CHAIRMAN OF THE MEETING
or
of
or (email address) _______
as my/our proxy to attend and vote for me/us at the Annual General Meeting ("AGM") of the Company to be held by way of electronic means through the Vistra eVoting Portal (http://evoting.vistra.com/#/238) on Thursday, 5 June 2025 at 11:00 a.m. and at any adjournment thereof as indicated below:
| Ordinary Resolutions | For^{(6)} | Against^{(6)} | ||
|---|---|---|---|---|
| 1. | To receive and adopt the audited financial statements and the reports of the directors and auditor for the year ended 31 December 2024. | |||
| 2. | (a) | (i) To re-elect Mr. Evan Andrew Winkler as an executive director. | ||
| (ii) To re-elect Mr. Chung Yuk Man, Clarence as an executive director. | ||||
| (b) To authorise the board of directors to fix the remuneration of directors. | ||||
| 3. | To re-appoint Deloitte Touche Tohmatsu as auditor and to authorise the directors to fix the auditor's remuneration. | |||
| 4. | To grant a general mandate to the directors to repurchase shares of the Company^{#}. | |||
| 5. | (I) To grant a general mandate to the directors to issue shares of the Company^{#}. | |||
| (II) To extend the general mandate granted to the directors to issue shares of the Company equal to the number of shares of the Company repurchased under Resolution No. 4^{#}. |
- The full text of the resolution is set out in the Company's Notice of the AGM dated 29 April 2025.
Dated this __ day of __, 2025 Shareholder's signature(7):
Notes:
- Unless otherwise defined, capitalised terms used in this revised proxy form shall have the same meanings as those defined in the Company's circular dated 29 April 2025 and supplemental circular dated 21 May 2025.
- The AGM will be a virtual meeting. Shareholders who wish to attend and vote at the AGM or appoint a proxy to attend and vote at the AGM can do so through the Vistra eVoting Portal. For details, please refer to the section headed "Guidance for the Annual General Meeting" set out in the Company's circular dated 29 April 2025 and supplemental circular dated 21 May 2025.
- 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 this proxy relates. If no number is inserted, the 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 is preferred, strike out "THE CHAIRMAN OF THE MEETING or" and insert the name and address of the proxy desired in the space provided. If you wish to allow your proxy to attend the AGM through the Vistra eVoting Portal, please also insert his/her email address. The email address so provided will be used by the Company's share registrar, Tricor Investor Services Limited, for sending the login details for voting at the AGM, so you and your proxy should ensure that the email address provided will be appropriately secure for this purpose. A shareholder may appoint one or more proxies (if holding more than one share) to attend the AGM and vote on his/her behalf by electronic means via the Vistra eVoting Portal. A proxy need not be a shareholder of the Company. Any alteration made to this revised proxy form must be initialled by the person who signs it. If your proxy has not received the login details by email by 11:00 a.m. on Wednesday, 4 June 2025, you should contact the Company's share registrar, Tricor Investor Services Limited at (852) 2975 0928 or email to [email protected] for assistance.
- IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED "FOR" BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE BOX MARKED "AGAINST" BESIDE THE APPROPRIATE RESOLUTION. Failure to complete any or all boxes will entitle your proxy to cast his/her votes on the relevant resolutions at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.
- This revised proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, this revised proxy form must be under its common seal or under the hand of an officer or attorney duly authorised.
- If you have not yet deposited the original proxy form enclosed with the circular of the Company dated 29 April 2025 (the "Original Proxy Form") and you intend to appoint a proxy/proxies to attend the AGM on your behalf, you are requested to deposit only this revised proxy form in accordance with the instructions printed thereon. If you have already deposited the Original Proxy Form, you should note that:
(i) if no revised proxy form is deposited before 11:00 a.m. on Tuesday, 3 June 2025 (the "Closing Time"), the Original Proxy Form (if duly completed) will be treated as a valid proxy form deposited by you. The proxy so appointed pursuant to the Original Proxy Form will be entitled to vote in accordance with the instructions previously given by you or at his/her discretion (if no such instructions are given) on any resolution properly put to the AGM, including the new resolutions numbered 2(a) as set out in the supplemental notice of the AGM dated 21 May 2025; and
(ii) if the revised proxy form is deposited before the Closing Time, the revised proxy form will revoke and supersede the Original Proxy Form previously deposited by you. The revised proxy form (if duly completed) will be treated as a valid proxy form deposited by you. - In the case of joint registered holders of any shares, the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s), and for this purpose, seniority will be determined by the order in which the names stand in the Register of Members of the Company. For the joint registered holders, only ONE PAIR of login username and password will be provided. Any one of such joint registered holders may attend or vote by electronic means via the Vistra eVoting Portal as respect of such share(s) as if he/she/it was solely entitled thereto.
- To be valid, this revised proxy form, together with any 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 share registrar, Tricor Investor Services Limited at 17th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong, or via the designated URL (http://evoting.vistra.com/#/238) by using the login username and password provided in the notification letter sent by the Company's share registrar, as soon as possible and in any event not less than 48 hours (excluding any part of a day that is a public holiday) before the time appointed for holding the AGM (i.e. not later than 11:00 a.m. on Tuesday, 3 June 2025) or any adjournment thereof.
- Completion and deposit of this revised proxy form will not preclude you from attending and voting by electronic means via the Vistra eVoting Portal at the AGM or at any adjournment thereof if you so wish, and in such event this revised proxy form shall be deemed to be revoked.
PERSONAL INFORMATION COLLECTION STATEMENT
Your supply of the name(s) and address(es) of yourself and your proxy(ies) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and/or your voting instructions for the meeting of the Company (the "Purposes"). We may transfer such data provided by you to our share registrar and agent(s) for the Purposes or such other parties who are authorised by law to request the information. The data will be retained for such period as may be necessary for our verification and record purposes. You/your proxy (or proxies) has/ have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be made in writing to the Privacy Compliance Officer of Tricor Investor Services Limited at 17th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong.