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Chuan Holdings Limited Proxy Solicitation & Information Statement 2022

Jan 10, 2022

49915_rns_2022-01-10_f8041f4e-9686-4d7a-bb51-ff8bfeb9e6e5.pdf

Proxy Solicitation & Information Statement

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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 announcement, 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 announcement.

Chuan Holdings Limited 川控股有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1420)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of Chuan Holdings Limited (the “ Company ”) will be held at 20 Senoko Drive, Singapore 758207 on Wednesday, 26 January 2022 at 10:00 a.m., for the purpose of considering and, if thought fit, passing the following resolution with or without amendments as ordinary resolution of the Company.

Unless otherwise specified, capitalised terms used herein shall have the same meanings as those defined in the circular of the Company dated 11 January 2022 of which the notice convening the EGM forms part.

ORDINARY RESOLUTION

THAT:

  • (a) the Supplemental Agreement and all the transactions (including the proposed annual cap) contemplated thereunder be and are hereby approved, confirmed and ratified; and

  • For identification purposes only

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  • (b) all acts done and things executed and all such documents or deeds entered into in connection with the implementation of the Supplemental Agreement and all the transactions (including the proposed annual cap) contemplated thereunder be and are hereby approved, confirmed and ratified, and any one Director be and is hereby authorised to do all such acts and things and execute all such documents or deeds and to take all steps as the Director may in his/her discretion consider necessary, desirable or expedient in connection with the implementation of the Supplemental Agreement and all the transactions (including the proposed annual cap) contemplated thereunder and to make and agree to such variations, amendments or waivers of matters relating thereto, as are, in the opinion of the Director, necessary or desirable.”

By Order of the Board Chuan Holdings Limited Phang Yew Kiat

Chairman and Non-executive Director

Hong Kong, 11 January 2022

Registered office: Headquarters and Principal Place of Cricket Square Business in Singapore: Hutchins Drive 20 Senoko Drive P.O. Box 2681 Singapore 758207 Grand Cayman KY1-1111 Cayman Islands

Notes:

  1. Any Shareholder entitled to attend and vote at the above meeting is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a Shareholder. A Shareholder who is the holder of 2 or more Shares may appoint more than one proxy to represent him/her and vote on his/her behalf at the EGM. If a Shareholder appoints more than one proxy, he must specify the number of Shares each proxy is appointed to represent.

  2. To be valid, a form of proxy duly completed and signed in accordance with the instructions printed thereon, together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of that power or authority must be deposited at the Company’s share registrar in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not later than 48 hours before the time appointed for the holding of the EGM or any adjourned meeting.

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  1. For determining the entitlement to attend and vote at the EGM, the register of members of the Company will be closed from 20 January 2022 to 25 January 2022, both days inclusive, during which period no transfer of Shares will be registered. In order to be eligible to attend and vote at the EGM, all duly completed transfer documents accompanied by the relevant share certificates must be lodged with the Company’s share registrar in Hong Kong, Tricor Investors Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration not later than 4:30 p.m. on 19 January 2022.

  2. Completion and return of the form of proxy will not preclude a Shareholder from attending and voting in person of the EGM or any adjustment thereof should such Shareholder so wishes, and in such event, the instrument appointing a proxy shall be deemed to be revoked.

  3. Where there are joint registered holders of any Share, any one of such persons may vote at the EGM, 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 the EGM personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such Share(s) shall alone be entitled to vote in respect thereof.

  4. As at the date of this notice, the Board comprises Mr. Lim Kui Teng, Mr. Quek Sze Whye, Mr. Bijay Joseph and Mr. Lau Yan Hong as executive Directors; Mr. Phang Yew Kiat as non-executive Director and Mr. Chan Po Siu, Mr. Wee Hian Eng Cyrus and Mr. Xu Fenglei as independent non-executive Directors.

  5. Pursuant to Article 66 of the Company’s Articles of Association, the above resolution put to vote at the EGM shall be decided by poll as required under the Listing Rules.

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