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CK Life Sciences Int'l., (Holdings) Inc. — Proxy Solicitation & Information Statement 2012
Aug 12, 2012
49461_rns_2012-08-12_9bad6aab-d4d5-4865-89b7-b4fdfb3f2776.pdf
Proxy Solicitation & Information Statement
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(Incorporated in the Cayman Islands with limited liability) (Stock Code: 0775)
PROXY FORM FOR USE BY SHAREHOLDERS AT THE EXTRAORDINARY GENERAL MEETING
I/We[(a)] of being the registered holder(s) of[(b)] shares of HK$0.10 each of CK Life Sciences Int’l., (Holdings) Inc. (the “Company”) hereby appoint[(c)] the Chairman of the meeting or of
or failing him of
to act as my/our proxy to attend, act and vote on my/our behalf as directed below at the Extraordinary General Meeting of the Company to be held at the Grand Ballroom, 1st Floor, Harbour Grand Hong Kong, 23 Oil Street, North Point, Hong Kong on Wednesday, 29 August 2012 at 11:30 a.m. and at any adjournment thereof (“Extraordinary General Meeting”).
Please indicate with a “ x ” in the spaces provided how you wish your vote(s) to be cast on a poll. Should this proxy form be returned duly signed but without a specific direction, the proxy will vote or abstain at his discretion.
FOR AGAINST
| 1. | (1) | Ordinary Resolution No. 1(1) of the Notice of Extraordinary General Meeting | Ordinary Resolution No. 1(1) of the Notice of Extraordinary General Meeting |
|---|---|---|---|
| (To | approve the Polynoma Equity Incentive Plan and to authorise director(s) | ||
| of Polynoma to grant options and allot, issue and deal with the shares of the | |||
| Common Stock and to do all acts necessary to implement the Polynoma | |||
| Equity Incentive Plan). | |||
| (2) | Ordinary Resolution No. 1(2) of the Notice of Extraordinary General Meeting | ||
| (To | approve the Proposed Grant); | ||
| (i) | Ordinary Resolution No. 1(2)(i) of the Notice of Extraordinary General | ||
| Meeting | |||
| (To refresh the Mandate Limit with effect from the Listing Date); | |||
| (ii) | Ordinary Resolution No. 1(2)(ii) of the Notice of Extraordinary General | ||
| Meeting | |||
| (To approve the grant of options to certain Grantees to allow each | |||
| Grantee to subscribe for more than 1% of the shares of Common Stock | |||
| in issue as of the Listing Date); | |||
| (iii) | Ordinary Resolution No. 1(2)(iii) of the Notice of Extraordinary General | ||
| Meeting | |||
| (To authorise director(s) of Polynoma to grant options, to allot, issue | |||
| and deal with the shares of the Common Stock and to do all acts | |||
| necessary to give effect to the Proposed Grant). | |||
| 2. | Ordinary | Resolution No. 2 of the Notice of Extraordinary General Meeting | |
| (To approve the Distribution in specie and to authorise director(s) of the Company | |||
| to do | all acts necessary to implement the Distribution in specie). |
Dated the day of 2012. Shareholder’s Signature: Witness:
Notes:
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(a) Full name(s) and address(es) to be inserted in BLOCK CAPITALS .
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(b) 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 the shares in the capital of the Company registered in your name(s).
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(c) Any member entitled to attend and vote at the Extraordinary General Meeting is entitled to appoint more than one proxy to attend and on a poll, vote in his stead. A proxy need not be a member of the Company.
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(d) In the case of joint holders, this proxy form must be signed by the member whose name stands first on the Register of Members of the Company.
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(e) This proxy form must be signed by the appointor, or his attorney duly authorised in writing, or if such appointor be a corporation, either under its Common Seal or under the hand of an officer, attorney or other person so authorised.
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(f) To be valid, this proxy form together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the Company’s principal place of business at 7th Floor, Cheung Kong Center, 2 Queen’s Road Central, Hong Kong not later than 48 hours before the time appointed for holding the Extraordinary General Meeting or any adjournment thereof (as the case may be).
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(g) Any alterations made in this proxy form should be initialled by the person who signs it.
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(h) The Notice of Extraordinary General Meeting is set out in the Company’s circular (“Circular”) dated 13 August 2012. Unless otherwise defined, capitalised terms used in this proxy form shall have the same meanings as the terms stated in the Circular.