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CK Life Sciences Int'l., (Holdings) Inc. Proxy Solicitation & Information Statement 2007

Oct 1, 2007

49461_rns_2007-10-01_c1b7e8a0-7298-4ed6-8031-ffa3bae9841b.pdf

Proxy Solicitation & Information Statement

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(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 0386)

Proxy Form for the Third Extraordinary General Meeting for the Year 2007

Number of Shares related to this proxy form [(note][1)]

I/We [(Note][2)] of

being the registered holder(s) [(Note][1)] of

H Share(s)/domestic Share(s) [(Note][3)] of RMB 1.00 each of in China Petroleum & Chemical Corporation (“Sinopec Corp.”) now appoint [(Note][4)]

(I.D. No.: of

Tel. No.: )/ the chairman of the meeting as my/our proxy(ies) to attend and vote for me(us) on the following resolutions in accordance with the instruction(s) below and on my (our) behalf at the third extraordinary general meeting of Sinopec Corp. for the year 2007 (“EGM”) to be held at 9:00 a.m. on 15 November 2007 at Crown Plaza Beijing Wuzhou, No.8 Beichendong Road, Chaoyang District, Beijing, PRC for the purpose of considering and, if thought fit, passing those resolutions as set out in the notice convening the EGM. In the absence of any indication, the proxy may vote for or against the resolutions at his own discretion.

)/

the chairman of the meeting as my/our proxy(ies) to attend and vote for me(us) on the following resolutions in accordance with the instruction(s)below and on my (our) behalf at the third extraordinary general meeting of Sinopec Corp. for the year 2007 (“EGM”) to be held at 9:00 a.m. on15 November 2007 at Crown Plaza Beijing Wuzhou, No.8 Beichendong Road, Chaoyang District, Beijing, PRC for the purpose of consideringand, if thought fit, passing those resolutions as set out in the notice convening the EGM. In the absence of any indication, the proxy may votefor or against the resolutions at his own discretion. the chairman of the meeting as my/our proxy(ies) to attend and vote for me(us) on the following resolutions in accordance with the instruction(s)below and on my (our) behalf at the third extraordinary general meeting of Sinopec Corp. for the year 2007 (“EGM”) to be held at 9:00 a.m. on15 November 2007 at Crown Plaza Beijing Wuzhou, No.8 Beichendong Road, Chaoyang District, Beijing, PRC for the purpose of consideringand, if thought fit, passing those resolutions as set out in the notice convening the EGM. In the absence of any indication, the proxy may votefor or against the resolutions at his own discretion. the chairman of the meeting as my/our proxy(ies) to attend and vote for me(us) on the following resolutions in accordance with the instruction(s)below and on my (our) behalf at the third extraordinary general meeting of Sinopec Corp. for the year 2007 (“EGM”) to be held at 9:00 a.m. on15 November 2007 at Crown Plaza Beijing Wuzhou, No.8 Beichendong Road, Chaoyang District, Beijing, PRC for the purpose of consideringand, if thought fit, passing those resolutions as set out in the notice convening the EGM. In the absence of any indication, the proxy may votefor or against the resolutions at his own discretion. the chairman of the meeting as my/our proxy(ies) to attend and vote for me(us) on the following resolutions in accordance with the instruction(s)below and on my (our) behalf at the third extraordinary general meeting of Sinopec Corp. for the year 2007 (“EGM”) to be held at 9:00 a.m. on15 November 2007 at Crown Plaza Beijing Wuzhou, No.8 Beichendong Road, Chaoyang District, Beijing, PRC for the purpose of consideringand, if thought fit, passing those resolutions as set out in the notice convening the EGM. In the absence of any indication, the proxy may votefor or against the resolutions at his own discretion. the chairman of the meeting as my/our proxy(ies) to attend and vote for me(us) on the following resolutions in accordance with the instruction(s)below and on my (our) behalf at the third extraordinary general meeting of Sinopec Corp. for the year 2007 (“EGM”) to be held at 9:00 a.m. on15 November 2007 at Crown Plaza Beijing Wuzhou, No.8 Beichendong Road, Chaoyang District, Beijing, PRC for the purpose of consideringand, if thought fit, passing those resolutions as set out in the notice convening the EGM. In the absence of any indication, the proxy may votefor or against the resolutions at his own discretion.
RESOLUTIONSFOR (Note 5)AGAINST (Note 5)
Special Resolution:
1.To consider item by item the “Resolution relating to the Proposal for the Issuance ofBonds with Warrants”:
(1)Issuance Size
(2 )Issuance Price
(3 )Issuance Target, Method of Issuance and Arrangement of Sale to ExistingShareholders
(4 )Term of the Bonds
(5 )Interest Rate of the Bonds with Warrants
(6 )Term and Method of Repayment for Principal and Interest
(7 )Term of Redemption
(8 )Guarantee
(9 )Term of the Warrants
( 0) Conversion Period of the Warrants
(1 1) Proportion of Exercise Rights for the Warrants
(1 2) Exercise Price of the Warrants
(1 3) Adjustment of the exercise price of the warrants
(1 4) Use of Proceeds from the Proposed Issuance
(1 5) Validity of the Resolution
(1 6) Authorisations to the Board of Directors to complete the Specific Matters of theProposed Issuance.
Ordinary Resolutions:
2.To consider the “Resolution relating to the feasibility of the projects to be invested withthe proceeds from the proposed issuance”

Date:

2007

Signature(s):

(Note 6)

Notes:

  1. Please insert the number of share(s) registered in your name(s) relating to this form of proxy. If no number is inserted, this form of proxy will be deemed to relate to all of the shares in the capital of Sinopec Corp. registered in your name(s).

  2. Please insert full name(s) and address(es) in BLOCK LETTERS.

  3. Please delete as appropriate.

  4. Please insert the name and address of your proxy. If this is left blank, the chairman of the EGM will act as your proxy. One or more proxies, who may not be member(s) of Sinopec Corp., may be appointed to attend and vote in the meeting provided that such proxies must attend the meeting in person on your behalf. Any alteration made to his proxy form must be signed by the signatory.

  5. AGAINSTAttention: Ifanyyouresolution,wish to votepleaseFORindicateany resolution,with a “�”pleasein theindicateappropriatewithspacea “�”underin the“Against”.appropriateIn spacethe absenceunder of“For”.any suchIf youindication,wish to votethe proxy will vote or abstain at his discretion.

  6. This form of proxy must be signed under hand by you or your attorney duly authorized on your behalf. If the appointor is a legal person, this form must be signed under its common seal or under hand by any directors or agents duly appointed by such corporation.

  7. This form of proxy together with the power of attorney or other authorization document(s) which have been notarised must be delivered, in the case of holders of domestic shares, to Sinopec Corp. at A6 Huixindong Street, Chaoyang District, Beijing 100029, the People’s Republic of China or, in the case of holders of H Shares, to Hong Kong Registrars Limited at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong at least 24 hours before the time designated for the holding of the EGM.