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Comtec Solar Systems Group Limited Proxy Solicitation & Information Statement 2016

Oct 6, 2016

49415_rns_2016-10-06_57b8b7d9-43ae-40c5-87af-bd37b62fca82.pdf

Proxy Solicitation & Information Statement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.

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UNISPLENDOUR TECHNOLOGY (HOLDINGS) LIMITED 紫光科技(控股)有限公司 *

(formerly known as Sun East Technology (Holdings) Limited 日東科技(控股)有限公司) (incorporated in Bermuda with limited liability)

(Stock code: 00365)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting of Unisplendour Technology (Holdings) Limited (the “Company”, formerly known as Sun East Technology (Holdings) Limited) will be held at Unit 02-03, 69/F, ICC-International Commerce Centre, 1 Austin Road West, Tsim Sha Tsui, Kowloon, Hong Kong on Monday, 31 October 2016 at 11:00 a.m. (or any adjournment thereof), for the following purposes:

ORDINARY RESOLUTIONS

  1. THAT the appointment of Mr. Li Zhongxiang as a non-executive director of the Company be and is hereby approved.”

  2. THAT the appointment of Mr. Wang Huixuan as a non-executive director of the Company be and is hereby approved.”

SPECIAL RESOLUTION

  1. THAT the bye-laws of the Company be amended by deleting bye-law number 59(1) and substituting the following new bye-law:–

  2. (1) An annual general meeting shall be called by Notice of not less than twenty-one (21) clear days and not less than twenty (20) clear business days and all other general meetings (including a special general meeting) must be called by Notice of not less than fourteen (14) clear days and not less than ten (10) clear business days but if permitted by the rules of the Designated Stock Exchange, a general meeting may be called by shorter notice if it is so agreed:

    • (a) in the case of a meeting called as an annual general meeting, by all the Members entitled to attend and vote thereat; and

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  • (b) in the case of any other meeting, by a majority in number of the Members having the right to attend and vote at the meeting, being a majority together representing not less than ninety-five per cent. (95%) of the total voting rights at the meeting of all the Members.”

Yours faithfully, On behalf of the Board

Unisplendour Technology (Holdings) Limited Qi Lian Chairman

Hong Kong, 7 October 2016

Notes:

  • (1) The Hong Kong branch register of members of the Company will be closed on Monday, 31 October 2016, for the purposes of determining the entitlements of the Shareholders of the Company to attend and vote at the SGM. No transfers of Shares may be registered on that day. In order to qualify for the aforesaid entitlements, all transfers accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong no later than 4:30 p.m. on Friday, 28 October 2016.

  • (2) A Shareholder of the Company entitled to attend and vote at the special general meeting of the Company is entitled to appoint another person as his proxy to attend and, subject to the provisions of the Bye-laws of the Company, vote on his behalf. A Shareholder who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf. A proxy need not be a Shareholder of the Company.

  • (3) The instrument appointing a proxy must be in writing under the hand of the appointor or his attorney duly authorized in writing. If the appointer is a corporation, then the instrument shall be signed under seal or under hand of an officer, attorney or other person authorized in writing.

  • (4) In order to be valid, the form of proxy together with a power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of that power or authority, must be deposited at the office of the Company’s branch share registrar and transfer office in Hong Kong, Tricor Tengis Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than forty-eight (48) hours before the time appointed for the holding of the special general meeting or any adjournment thereof in order for such documents to be valid. Completion and return of the form of proxy will not preclude any Shareholder from attending and voting in person should he so desire and in such event the instrument appointing a proxy shall be deemed to be revoked.

As at the date of this notice, the Directors are Mr. Qi Lian, Mr. Xia Yuan, and Mr. But Tin Fu as executive Directors; and Mr. Cui Yuzhi, Mr. Bao Yi and Mr. Ping Fan as independent non-executive Directors.

  • for identification purposes only.

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