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COSCO SHIPPING Development Co., Ltd. — Proxy Solicitation & Information Statement 2009
Oct 30, 2009
50782_rns_2009-10-30_bf9c2fd6-b222-4ac7-a9be-f345416dcdb8.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: 02866)
FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING TO BE HELD ON 15 DECEMBER 2009
No. of H shares to which this form of proxy relates[1]
I/We[2] of
being shareholder(s) of China Shipping Container Lines Company Limited (the “ Company ”) hereby appoint[3] the Chairman of the Meeting (as defined below)
or of
as my/our proxy to attend, act and vote for me/us and on my/our behalf at the special general meeting of the Company to be held at (theMingxuan“ PRC ”)Hall,on 151stDecemberFloor, Supreme2009 atTower2:00 p.m.Hotel,(the600“ Meeting Lao Shan”) Road,as hereunderPudongindicatedNew District,in respectShanghai,of the theresolutionsPeople’ssetRepublicout in theof noticeChina convening the Meeting, and, if no such indication is given, as my/our proxy thinks fit.
| RESOLUTIONS (see Note A) | For4 | Against4 | Abstain4 | |||||
| 1. | THAT the Renewed Non-exempt Continuing Connected Transactions entered into | |||||||
| under the Master Supply Agreement, the First Master Liner and Cargo Agency | ||||||||
| Agreement, the First Master Loading and Unloading Agreement and the Second | ||||||||
| Master Loading and Unloading Agreement, and the Revised Master Provision of | ||||||||
| Containers Agreement, together with their respective proposed annual caps for each | ||||||||
| of the three years ending 31 December 2010, 2011 and 2012, details of which are | ||||||||
| set out in the Circular, be and are hereby approved | ||||||||
| 2. | THAT the Financial Services Framework Agreement to be entered into between the | |||||||
| Company and China Shipping (Group) Company, the transactions in respect of the | ||||||||
| provision of deposit services and loan services contemplated thereunder and its | ||||||||
| proposed annual caps for each of the four years ending 31 December 2009, 2010, | ||||||||
| 2011 and 2012, details of which are set out in the Circular, be | and are hereby | |||||||
| approved and any one director of the Company be and is hereby authorized to sign | ||||||||
| the Financial Services Framework Agreement for and on behalf of | the Company | |||||||
| 3. | THAT the change in the Articles of Association, details of which are set out in the | |||||||
| Circular, be and is hereby approved | ||||||||
| 4. | THAT the appointment of Mr. Wu Daqi as an independent non-executive Director | |||||||
| for a term commencing at the conclusion of the EGM and ending at the conclusion | ||||||||
| of the annual general meeting of the Company for the year 2009, i.e. in or around | ||||||||
| June 2010, be and is hereby approved and the Board be authorized to fix the | ||||||||
| remuneration of Mr. Wu Daqi | ||||||||
| 5. | THAT the resignation of Mr. Wang Zongxi as an independent non-executive | |||||||
| Director, be and is hereby approved | ||||||||
| _Note A: _ | Unless otherwise defined herein, the terms used herein shall have the same meanings as defined in the notice to the shareholders of the Company dated 29 October 2009. | |||||||
| * | _The Company is registered as a non-Hong Kong company under Part XI of the Companies Ordinance (Chapter 32 of the Laws of Hong Kong) under its _ | Chinese name and | ||||||
| the English name “China Shipping Container Lines Company Limited”. | ||||||||
| Date: | Signature(s)5: |
Notes:
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Please insert the number of shares to which this form of proxy relates, which must not exceed the number of shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).
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Please insert the full name(s) (in Chinese or in English, as shown in the register of members) and registered address(es) in BLOCK LETTERS .
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If any proxy other than the Chairman of the Meeting is preferred, delete the words “the Chairman of the Meeting or” and insert the name and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote in his stead. A proxy need not be a shareholder of the Company. A proxy of a shareholder who has appointed more than one proxy may only vote on a poll. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE DULY INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.
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IMPORTANT:AGAINSTRESOLUTION,ANYIF YOU WISH TO VOTEINDICATERESOLUTION,WITH A “INDICATEFOR ANY RESOLUTION,“ IN WITHTHE BOXA “ MARKED” IN THEPLEASE“ABSTAIN”.BOX MARKEDINDICATE WITH A “ If you “AGAINST”. do not indicate ”IFIN THE how YOU you BOXWISH wish MARKED your TO proxy ABSTAIN“FOR”. to vote, FROM your IF YOU WISH TO VOTE proxy VOTING will be ON entitled ANY to exercise his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.
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This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a legal person, must either be executed under its seal or under the hand of a legal representative or other attorney duly authorised to sign the same. If this form of proxy is signed by an attorney of the appointer, the power of attorney authorising that attorney to sign, or other document of authorisation, must be notarially certified.
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Where there are joint registered holders of any share, only the person whose name stands first on the register in respect of such share may vote at the Meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto.
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To be valid, for holders of H shares, this form of proxy, together with the notarially certified power of attorney or other document of authorisation, must be delivered to Computershare Hong Kong Investor Services Limited, at Rooms 1806-1807, 18th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not less than 24 hours before the time appointed for the Meeting.