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CMON Limited — Proxy Solicitation & Information Statement 2025
Jun 3, 2025
50172_rns_2025-06-03_5bb08154-a741-4843-b8b4-dcfe8b386589.pdf
Proxy Solicitation & Information Statement
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瀾陽公用發展股份有限公司
Shenyang Public Utility Holdings Company Limited
(a joint stock limited company incorporated in the People's Republic of China)
(Stock code: 747)
FROM OF PROXY FOR ANNUAL GENERAL MEETING FOR 2024
TO BE HELD ON MONDAY, 30 JUNE 2025
(or at any adjournment thereof)
I/We, _____
of ____ (Note 1)
being the registered holder of ______ Domestic Shares/H Shares (Note 2)
in Shenyang Public Utility Holdings Company Limited (the “Company”), HEREBY APPOINT (Note 3) the chairman of annual
general meeting for 2024 of the Company (“AGM”) or _____
of _______ as my/our proxy
to attend and act for me/us at the AGM to be held at 4809, Jinzhonghuan Main Business Building, No. 3037 Jintian Road, Futian,
Shenzhen, PRC at 10:00 a.m. on Monday, 30 June 2025, and to vote on my/our behalf as directed below.
| ORDINARY RESOLUTIONS (Note 4) | FOR (Note 5) | AGAINST (Note 5) | |
|---|---|---|---|
| 1. | To consider and approve the report of the board (the “Board”) of directors (the “Director(s)”) of the Company for the year ended 31 December 2024; | ||
| 2. | To consider and approve the report of the supervisory committee of the Company for the year ended 31 December 2024; | ||
| 3. | To consider and approve the audited consolidated financial statements of the Company for the year ended 31 December 2024; | ||
| 4. | To consider and approve the report of the auditor of the Company for the year ended 31 December 2024; | ||
| 5. | To consider and approve the profit allocation and dividend distribution proposals of the Company for the year ended 31 December 2024; | ||
| 6. | To consider and approve the re-appointment of Asian Alliance (HK) CPA Limited as the auditor of the Company, and to authorise the Board to fix its remuneration; and | ||
| 7. | To approve, confirm and ratify the Equity Transfer Agreement and the transactions contemplated thereunder; and to authorise any one or more Director(s) to do all such acts and things, to sign and execute such documents or agreements on behalf of the Company and to take all such actions as he/she/ they consider(s) necessary, appropriate, desirable and expedient for the purposes of giving effect to or in connection with the Equity Transfer Agreement and the transactions contemplated. | ||
| SPECIAL RESOLUTION (Note 4) | FOR (Note 5) | AGAINST (Note 5) | |
| 8. | To consider and approve the grant to the Directors a general and unconditional mandate to allot, issue and deal with new domestic shares (“Domestic Shares”) and overseas listed foreign shares (“H Shares”) not exceeding 20% of each of the aggregate number of Domestic Shares and H Shares in issue respectively as at the date of passing of this resolution. |
Dated this _____
date of ____ 2025
Signature(s) (Note 6) ______
Notes:
- Full name(s) (in Chinese or English) and address(es) (as shown in the register of members of the Company) are to be inserted in BLOCK CAPITALS.
- Please insert the number of shares of the Company ("Shares") registered in your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all Shares in the capital of the Company registered in your name(s). Please also strike out the type of Shares (Domestic Shares/H Shares) to which the proxy does not relate.
- Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE AGM WILL ACT AS YOUR PROXY.
- The full text of each of the resolution is set out in the notice of the AGM which is sent to the shareholders of the Company ("Shareholders") together with this form of proxy.
- If you wish to vote for the resolutions set out above, please tick ("✓") in the box marked "FOR". If you wish to vote against the resolutions, please tick ("✓") in the box marked "AGAINST". If this form of proxy returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his/her discretion in respect of the resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his/her discretion. A proxy will also be entitled to vote at his/her discretion on any resolutions properly put to the AGM other than those set out in the notice of the AGM.
- This form of proxy must be signed by a Shareholder, or his/her attorney duly authorised in writing, or if the Shareholder is a corporation, either under its common seal or under the hand of its legal representative, director(s) or duly authorised attorney to it. All powers of attorney referred to in this note must be notarially certified.
- In the case of a joint holding, this form of proxy may be signed by any one joint holder, but if more than one joint holders are present at the AGM, whether in person or by proxy, then the joint holder whose name stands first on the register of members of the Company in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.
- As regards to the holders of H Shares, in order to be valid, this form of proxy, 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 with the Company's H Share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not less than 24 hours before the time appointed for holding the AGM or any adjournment thereof (as the case may be).
- As regards to the holders of Domestic Shares in order to be valid, this form of proxy, 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 with the Company's office at 4809, Jinzhonghuan Main Business Building, No. 3037 Jintian Road, Futian, Shenzhen, PRC not less than 24 hours before the time appointed for holding the AGM or any adjournment thereof (as the case may be).
- A proxy attending the AGM on behalf of a Shareholder must present this form of proxy, duly completed and signed, and the proxy's proof of identification.
- This form of proxy is in duplicate, one of which should be lodged in accordance with the instruction under note 8 or note 9 and the other shall be presented at the AGM in accordance with the instruction under note 10.
- Any alteration made to this form of proxy should be initialed by the person who signs the form of proxy.