AI assistant
CITIC Securities Company Limited — Proxy Solicitation & Information Statement 2017
May 4, 2017
50947_rns_2017-05-04_72bb285d-249f-4c54-a165-62b712534a69.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
==> picture [283 x 45] intentionally omitted <==
(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 6030)
PROXY FORM
For 2016 Annual General Meeting of CITIC Securities Company Limited to be held on Monday, 19 June 2017 and any adjourned meeting(s) thereof
I/We (Note 1) of (Note 2) being the registered holder(s) of H shares (Note 3) with nominal value of RMB1.00 each in the share capital of CITIC Securities Company Limited (the “ Company ”), hereby appoint the Chairman of the (Note 4 and Note 5) meeting or of
as my/our proxy to attend, act and vote for me/us and on my/our behalf at the 2016 Annual General Meeting of the Company to be held at 9:30 a.m. on Monday, 19 June 2017 at Qing Room, 5th Floor, Beijing Ruicheng Four Seasons Hotel, No. 48 Liangmaqiao Road, Chaoyang District, Beijing, the People’s Republic of China and any adjournment thereof as hereunder indicated in respect of the resolutions set out in the Notice of the 2016 Annual General Meeting of the Company dated 4 May 2017, and if no such indication is given, as my/our proxy thinks fit.
Please indicate how you wish your vote(s) to be cast by ticking the appropriate box next to the resolution.
| ORDINARY RESOLUTIONS | ORDINARY RESOLUTIONS | For(Note 6) | Against(Note 6) | Abstain(Note 6) |
|---|---|---|---|---|
| 1. | To consider and approve the Work Report of the Board for 2016. | |||
| 2. | To consider and approve the Work Report of the SupervisoryCommittee for 2016. | |||
| 3. | To consider and approve the 2016 Annual Report of the Company. | |||
| 4. | To consider and approve the 2016 profit distribution plan of theCompany. | |||
| 5. | To consider and approve the resolution on the re-appointment ofexternal auditors. | |||
| 6. | To consider and approve the resolution on the estimated investmentamount for the proprietary business of the Company for 2017. | |||
| 8. | To consider and approve the resolution on potential related party/connected transactions involved in the issuances of the Onshore andOffshore Corporate Debt Financing Instruments. | |||
| 9. | To consider and approve the resolution on the increase of authorisedamount for the business of securitization backed by credit assetrelating to margin finance business. | |||
| 12. | To consider and approve the resolution on the total remuneration ofDirectors and Supervisors for 2016. | |||
| 13. | To consider and approve the resolution on estimation of related party/connected transactions contemplated in the ordinarycourse of business of the Company in 2017. | |||
| 13.01 | To consider and approve the resolution on the potential related party/connected transactions between the Company and its subsidiariesand the CITIC Group and its subsidiaries and associates. | |||
| 13.02 | To consider and approve the resolution on potential related party/connected transactions between the Company and its subsidiariesand companies in which the Directors, Supervisors and seniormanagement of the Company hold positions as directors or seniormanagement (excluding the controlled subsidiaries of the Company)and any company which holds more than 10% equity interest in asubsidiary of the Company. |
| SPECIAL RESOLUTIONS | For | (Note 6) | Against | (Note 6) | Abstain | (Note 6) | ||
|---|---|---|---|---|---|---|---|---|
| 7. | To consider and approve the resolution on the re-authorisation of | issuances of | Onshore and Offshore Corporate Debt | |||||
| Financing Instruments by the Company. | ||||||||
| 7.01 | To consider and approve the issuing entity, size of issuance and | |||||||
| method of issuance. | ||||||||
| 7.02 | To consider and approve the type of the debt financing instruments. | |||||||
| 7.03 | To consider and approve the term of the debt financing instruments. | |||||||
| 7.04 | To consider and approve the interest rate of the debt financing | |||||||
| instruments. | ||||||||
| 7.05 | To consider and approve the security and other arrangements. | |||||||
| 7.06 | To consider and approve the use of proceeds. | |||||||
| 7.07 | To consider and approve the issuing price. | |||||||
| 7.08 | To consider and approve the targets of issue and the placement | |||||||
| arrangements of the RMB Debt Financing Instruments to the | ||||||||
| Shareholders. | ||||||||
| 7.09 | To consider and approve the listing of the debt financing | |||||||
| instruments. | ||||||||
| 7.10 | To consider and approve the validity period of the resolutions | |||||||
| passed. | ||||||||
| 7.11 | To consider and approve the authorisation for the issuances of the | |||||||
| Onshore and Offshore Corporate Debt Financing Instruments. | ||||||||
| 10. | To consider and approve the resolution on the General Mandate to | |||||||
| issue additional A Shares and/or H Shares. | ||||||||
| 11. | To consider and approve the proposal in relation to the amendments | |||||||
| to the Articles of Association. |
- Further details of the above resolutions are set out in the circular of the Company dated 4 May 2017.
Date:
(Note 7) 2017 Signature(s) :
Notes:
-
Please insert the full name(s) as shown in the register of members of the Company in BLOCK LETTERS .
-
Please insert the registered address(es) as shown in the register of members of the Company in BLOCK LETTERS .
-
Please insert the number of shares registered in your name(s); if no number is inserted, this proxy form will be deemed to relate to all shares in the capital of the Company registered in your name(s).
-
If you are a shareholder who is entitled to attend and vote at the meeting, you are entitled to appoint one or more proxies to attend instead of you and to vote on your behalf. A proxy need not be a shareholder of the Company, but must attend the meeting in person in order to represent you.
-
If a proxy other than the Chairman of the meeting is preferred, cross out the words “the Chairman of the meeting” and insert the full name(s) and address(es) of the proxy (or proxies) desired in the space provided. If no name is inserted, the Chairman of the meeting will act as your proxy. Any changes should be initialed by the person who signs this form.
-
IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, TICK IN THE BOX MARKED “ABSTAIN”, AND YOUR VOTES WILL BE COUNTED FOR THE PURPOSE OF CALCULATING THE RESULTS OF THE RESOLUTIONS. THE SPECIAL RESOLUTION 7 SHALL BE VOTED BY ITEMS. PLEASE VOTE FOR OR AGAINST OR ABSTRAIN FROM VOTING ON EACH ITEM OF THE SPECIAL RESOLUTION 7.
- If you return this proxy form without indicating as to how your proxy is to vote on any particular matter, the person appointed as your proxy will exercise his/her discretion as to whether he/she votes and, if so, how and, unless instructed otherwise, he/she may also vote or abstain from voting as he/she thinks fit on any other business (including amendments to resolutions) which may properly come before the meeting.
-
This proxy form must be signed and dated by the shareholder or his/her attorney duly authorized in writing. If the shareholder is a company, it should execute this proxy form under its common seal or by the signature(s) of (a) person(s) authorised to sign on its behalf. In case of joint shareholdings, any one shareholder may sign this proxy form. The vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(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 in respect of the joint shareholding.
-
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 of such power of attorney or authority, must be completed and deposited at the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, at least 24 hours before the meeting or adjourned meeting(s) . Computershare Hong Kong Investor Services Limited is located at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong. The effective period of appointment of your proxy appointed under this proxy form shall cease upon conclusion of the 2016 Annual General Meeting or any adjourned meeting(s).
-
Completion and delivery of this proxy form will not preclude you from attending and voting at the meeting if you so wish.