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CITIC Limited Proxy Solicitation & Information Statement 2020

Apr 27, 2020

49082_rns_2020-04-27_ff822cb4-af00-4fd6-97dd-f5d9dd979025.pdf

Proxy Solicitation & Information Statement

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CITIC Limited 中國中信股份有限公司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 00267)

Proxy Form for Annual General Meeting

I/We,[(1)] as my/our proxy to attend and vote for me/us and on my/our behalf at the of Annual General Meeting (and at any adjournment thereof) of the Company to be held at Salon 4–6, Level 3, JW Marriott Hotel Hong Kong, Pacific Place, 88 being the registered holder(s) of shares[(2)] in CITIC Queensway, Hong Kong on Friday, 19 June 2020 at 11:00 a.m.. I/We direct that Limited (the “Company”), HEREBY APPOINT THE CHAIRMAN OF THE my/our vote(s) be cast on the specified resolutions as indicated by a “✓” in the MEETING or[(3)] appropriate boxes. In the absence of any indication, the proxy may vote for or against the resolution at his/her own discretion. of

ORDINARY RESOLUTIONS ORDINARY RESOLUTIONS FOR(4) AGAINST(4)
1 To receive the audited financial statements and the Reports of the Directors and the Auditor for the year ended 31 December 2019.
2 To declare a final dividend of HK$0.285 per ordinary share of the Company for the year ended 31 December 2019.
3 To re-elect Mr. Zhu Hexin as Director of the Company.
4 To re-elect Mr. Wang Jiong as Director of the Company.
5 To re-elect Mr. Yang Xiaoping as Director of the Company.
6 To re-elect Mr. Francis Siu Wai Keung as Director of the Company.
7 To re-elect Mr. Anthony Francis Neoh as Director of the Company.
8 To re-appoint Messrs. PricewaterhouseCoopers as the Auditor of the Company and authorise the Board of Directors to fix their
remuneration.
  • 9 To grant a general mandate to the Directors to issue and dispose of additional shares not exceeding 20% of the number of shares of the Company in issue as at the date of this resolution.[(5)]

  • 10 To grant a general mandate to the Directors to purchase or otherwise acquire shares of the Company not exceeding 10% of the number of shares of the Company in issue as at the date of this resolution.[(5)]

  • Dated this day of 2020 Signature Notes: 5 The full text of Resolutions 9 and 10 are set out in the Notice of the Annual General 1 Full name(s) and address(es) to be inserted in BLOCK CAPITALS . Meeting which is available on the website of the Company and sent to all shareholders on 2 Please insert the number of shares registered in your name(s). If no number is inserted, 28 April 2020. this proxy form will be deemed to relate to all the shares in the Company registered in 6 This proxy form must be signed by you or your attorney duly authorised in writing or, in your name(s). the case of a corporation, must be either under its common seal or under the hand of an

  • 3 If any proxy other than the Chairman is preferred, strike out “the Chairman of the officer or attorney duly authorised. Meeting or” herein inserted and insert the name and address of the proxy desired in the 7 In the case of joint registered holders of any shares, the vote of the senior holder who space provided. A member may appoint one or more proxies to attend and, on a poll, vote tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the

  • at the Annual General Meeting on his/her behalf provided that each proxy is appointed to represent the respective number of shares held by the member as specified in the relevant vote(s) of the other joint holder(s), and for this purpose, seniority will be determined by proxy forms. To appoint more than one proxy, a photocopy of this proxy form may be used. the order in which the names stand in the Register of Members of the Company. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY 8 To be valid, this proxy form, together with the power of attorney (if any) or other THE PERSON WHO SIGNS IT. authority (if any) under which it is signed or a notarially certified copy thereof, must be

    • 8 To be valid, this proxy form, together with the power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be received by the Company’s Share Registrar, Tricor Tengis Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours (excluding any part of a day that is a public holiday) before the time appointed for holding the Annual General Meeting or any adjournment thereof (as the case may be).

    • 9 The proxy need not be a member of the Company but must attend the Annual General Meeting to represent you.

    • 10 Completion and delivery of this proxy form will not preclude you from attending and voting at the Annual General Meeting if you so wish.

  • 4 IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTIONS, TICK () THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, TICK () THE APPROPRIATE BOXES MARKED “AGAINST”. IF YOU WISH TO USE LESS THAN ALL YOUR VOTES, OR TO CAST SOME OF YOUR VOTES “FOR” AND SOME OF YOUR VOTES “AGAINST” A PARTICULAR RESOLUTION, YOU MUST WRITE THE NUMBER OF VOTES IN THE RELEVANT BOX(ES). Failure to complete any or all the boxes will entitle your proxy to cast your votes at his/her discretion or to abstain from voting. Your proxy will also be entitled to vote at his/her discretion or to abstain from voting on any resolution properly put to the Annual General Meeting other than those referred to in the Notice convening the Annual General Meeting.

PERSONAL INFORMATION COLLECTION STATEMENT

“Personal Data” in this proxy form has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Cap 486 (“PDPO”), which includes your and your proxy’s name and address.

Your and your proxy’s Personal Data provided in this proxy form will be used in connection with processing your request for the appointment of a proxy to attend, act and vote on your behalf as directed above at the Annual General Meeting. The supply of your and your proxy’s Personal Data is on a voluntary basis. However, we may not be able to process your request unless you provide us with your and your proxy’s Personal Data.

Your and your proxy’s Personal Data will be disclosed or transferred to the Company’s share registrar and/or other companies or bodies for the purpose stated above, or when it is required to do so by law, for example, in response to a court order or a law enforcement agency’s request, and will be retained for such period as may be necessary for our verification and record purpose.

By providing your proxy’s Personal Data in this proxy form, you should have obtained the express consent (which has not been withdrawn in writing) from your proxy in using his/her Personal Data provided in this proxy form and that you have informed your proxy of the purpose for and the manner in which his/her Personal Data may be used. You/your proxy have/has the right to request access to and/or correction of your/your proxy’s Personal Data respectively in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your/your proxy’s Personal Data should be in writing by the following means: By mail to: Privacy Compliance Officer

Tricor Tengis Limited

Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong