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COSCO SHIPPING Holdings Co., Ltd. Proxy Solicitation & Information Statement 2020

Apr 2, 2020

50267_rns_2020-04-02_8d86e4e8-f5b6-4f72-aaa9-fafe3bd9f244.pdf

Proxy Solicitation & Information Statement

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中遠海運控股股份有限公司 COSCO SHIPPING Holdings Co., Ltd.*

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

(Stock Code: 1919)

FORM OF PROXY FOR SOLICITATION OF VOTING RIGHTS BY INDEPENDENT NON-EXECUTIVE DIRECTOR FOR USE AT THE CLASS MEETING OF H SHAREHOLDERS

I/We (note 1)

of

being the registered holder(s) of (note 2) H Shares of RMB1.00 each in the share capital of COSCO SHIPPING Holdings Co., Ltd.* (the “ Company ”), hereby confirm as the appointing party that I/we have, prior to signing this proxy form for the solicitation of voting rights by an independent non-executive director of the Company (the “ INED’s Proxy Form ”), read carefully the full text of the announcement of the Company in relation to the public solicitation of voting rights by the independent non-executive directors dated 3 April 2020 (the “ Announcement ”) and the notice convening the class meeting for H shareholders of the Company to be held at Conference Room, 47th Floor, COSCO Tower, 183 Queen’s Road Central, Hong Kong and Ocean Hall, 5th Floor Shanghai Ocean Hotel, No. 1171, Dong Da Ming Road, Shanghai, the People’s Republic of China on Monday, 18 May 2020 immediately after the class meeting for A shareholders of the Company to be convened and held on the same date and at the same place (which is to be held immediately after the annual general meeting of the Company to be convened at 10:00 a.m. on the same date and at the same place) (the “ H Share Class Meeting ”) (and at any adjournment thereof) and other relevant documents, and have been sufficiently informed about details relating to the current solicitation of voting rights. I/we have the right to, at any time prior to on-site registration at the H Share Class Meeting, revoke my/our appointment of the soliciting party as proxy under the INED’s Proxy Form or to amend the contents of the INED’s Proxy Form in accordance with procedures as disclosed in the Announcement.

Unless otherwise defined, capitalized terms used herein shall have the same meanings as those defined in the announcement of the Company dated 30 March 2020 in relation to the proposed amendments to the further revised share option incentive scheme.

As the appointing party, I/we hereby appoint Mr. Wu Dawei, the independent non-executive Director, as my/our proxy to attend the H Share Class Meeting (and any adjournment thereof) and to exercise voting rights in respect of the following resolutions to be considered at the H Share Class Meeting in accordance with instructions stipulated in the INED’s Proxy Form. The proxy is authorized to vote on the resolution(s) according to the following instructions.

SPECIAL RESOLUTIONSFor (note 3)Against (note 3)Abstain (note 3)1.To consider and approve the resolution in relation to the proposedamendments to the “Share Option Incentive Scheme of COSCOSHIPPING Holdings Co., Ltd.” and the summary thereof regarding thescope of the Participants.2.To consider and approve the resolution in relation to the proposedamendments to the “Appraisal Measures on the Share Option IncentiveScheme of COSCO SHIPPING Holdings Co., Ltd.”.

Date:

Signature(s) (note 4) :

Notes:

  1. Full name(s) (in Chinese and English, as shown in the register of members) and registered address to be inserted in BLOCK CAPITALS .

  2. Please insert the number of H Shares registered in the name(s) to which this proxy relates. If no number is inserted, the INED’s Proxy Form will be deemed to relate to all the H Shares registered in your name(s).

  3. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED “FOR” BESIDE THE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE BOX MARKED “AGAINST” BESIDE THE RESOLUTION. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK THE BOX MARKED “ABSTAIN” BESIDE THE RESOLUTION . Any H Shares voted as “abstain” will be counted in the calculation of the required majority. Any proxy for which more than one voting directions are given shall be deemed invalid by the soliciting party. If no voting direction is given, your proxy may vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the H Share Class Meeting other than those referred to in the notice of the H Share Class Meeting.

  4. The INED’s Proxy Form must be signed by you or your attorney duly authorized in writing. In the case of a corporation, the INED’s Proxy Form must be either under its common seal or under the hand of its director(s) or duly authorized attorney(s). If the INED’s Proxy Form is signed by an attorney of the H Shareholder, the power of attorney authorizing that attorney to sign or other authorization document must be notarized.

  5. In order to be valid, the INED’s Proxy Form together with the power of attorney or other authorization document (if any) must be deposited at the Company’s Hong Kong H share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 24 hours before the time appointed for the holding of the H Share Class Meeting or any adjournment thereof (as the case may be). Completion and return of the INED’s Proxy Form will not preclude you from attending and voting in person at the H Share Class Meeting or any adjournment thereof if you so wish.

  6. H Shareholders or their proxies attending the H Share Class Meeting shall produce their identity documents. If the attending H Shareholder is a corporate, its legal representative or person authorized by the board or other decision making authority shall present a copy of the relevant resolutions of the board or other decision making authority in order to attend the H Share Class Meeting.

  7. A proxy needs not be a Shareholder but must attend the H Share Class Meeting in person to represent you.

  • For identification purpose only .