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CR Construction Group Holdings Limited — Proxy Solicitation & Information Statement 2014
Nov 24, 2014
50019_rns_2014-11-24_0bb0564b-3abb-4276-b903-bb40f765a846.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 announcement, 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 announcement.
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CHINESE PEOPLE HOLDINGS COMPANY LIMITED ��������������� (incorporated in Bermuda with limited liability) (stock code: 681)
NOTICE OF SPECIAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that a special general meeting (the “ SGM ”) of Chinese People Holdings Company Limited (the “ Company ”) will be held at the head office of the Company, Conference Room, 1st Floor, No.36 BDA International Business Park, No. 2 Jingyuan North Street, Economic Technological Development Area, Beijing, China on Friday, 12 December 2014 at 1:30 p.m. for the purpose of considering and, if thought fit, passing, with or without modifications, the following resolution as ordinary resolution of the Company:
ORDINARY RESOLUTION
“ THAT
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(a) the sale and purchase agreement entered into between the Company (as purchaser) and Dr. Mo Shikang (as vendor) dated 5 September 2014 (as supplemented by a supplemental agreement dated 13 November 2014) (the “ S&P Agreement ”) in relation to the acquisition of (i) the entire issued share capital of True Vanguard Holdings Limited; and (ii) the debt, loan or liability due from True Vanguard Holdings Limited to Dr. Mo Shikang (if any) as at the date of completion of the S&P Agreement at a consideration of RMB370,000,000 (a copy of the S&P Agreement has been produced to the Meeting marked “A” and initialed by the Chairman of the Meeting for the purpose of identification) and all the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and
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(b) any one director of the Company be and is hereby authorised to do all such things and acts of administrative nature as he may in his discretion consider necessary, expedient or desirable for the purpose of or in connection with the implementation of the S&P Agreement and the transactions contemplated thereunder, including but not limited to the execution of all such documents under seal where applicable, as he considers necessary or expedient in his opinion to implement and/or give effect to the S&P Agreement.”
By Order of the Board Chinese People Holdings Company Limited Jin Song
Managing Director and Executive Director
Beijing, 25 November 2014
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Registered Office: Head Office: Canon’s Court No. 36 BDA International Business Park 22 Victoria Street No. 2 Jingyuan North Street Hamilton HM 12 Economic Technological Development Area Bermuda Beijing, China
Principal Place of Business in Hong Kong: Unit 1101, 11th Floor Tung Ning Building 2 Hillier Street Central, Hong Kong
Notes:
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A member of the Company entitled to attend and vote at the SGM is entitled to appoint one or, if he is the holder of two or more shares, more proxies to attend and vote instead of him. A proxy need not be a member of the Company.
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In the case of joint holders of shares in the Company, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint holder(s), seniority being determined by the order in which names stand in the register of members.
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In order to be valid, the form of proxy must be in writing under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under seal, or under the hand of an officer or attorney or other person duly authorised, and must be deposited with 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, Hong Kong (together with the power of attorney or other authority, if any, under which it is signed or a certified copy thereof) not less than 48 hours before the time fixed for holding of the SGM.
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Completion and return of the form of proxy will not preclude members from attending and voting at the SGM.
As at the date of this announcement, the Board comprises four executive Directors, namely, Dr. Mo Shikang (Chairman), Mr. Zhang Hesheng (Deputy Chairman), Mr. Jin Song (Managing Director) and Mr. Chu Kin Wang Peleus and three independent non-executive Directors, namely, Dr. Liu Junmin, Prof. Zhao Yanyun and Mr. Sin Ka Man.
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