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Crypto Flow Technology Limited — Proxy Solicitation & Information Statement 2012
Jun 10, 2012
51323_rns_2012-06-10_8ef277ab-2f5a-4285-b159-627faa84b584.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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MelcoLot Limited
(Incorporated in the Cayman Islands with limited liability) (Stock Code: 8198)
NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ Meeting ”) of MelcoLot Limited (the “ Company ” together with its subsidiaries (the “ Group ”)) will be held at Units 3101-2A, 31st Floor, The Centrium, 60 Wyndham Street, Central, Hong Kong on Wednesday, 27 June 2012 at 11:30 a.m. for the purpose of considering and, if thought fit, passing with or without amendments, the following resolutions of the Company:
ORDINARY RESOLUTIONS
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“ THAT:
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(a) the supply agreement (the “ Supply Agreement ”) dated 27 March 2012 and entered into between Beijing Telenet Information Technology Limited (“ Beijing Telenet ”) and Beijing Intradak System Technology Co., Ltd. (“ Intradak ”) for the sales and delivery of products (the “ Products ”) including but is not limited to lottery vending terminals and other products as may agree between Beijing Telenet and Intradak from time to time by Beijing Telenet to Intradak for a term of one year commencing from 1 July 2012, a copy of which has been produced to the EGM marked “A” and signed by the chairman of the EGM for the purpose of identification, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;
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(b) the maximum annual amount to be sold by Beijing Telenet to Intradak in relation to the sales and delivery of the Products for the two years ending 31 December 2012 and 31 December 2013 of HK$200 million and HK$100 million respectively be and are hereby approved; and
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- (c) the directors of the Company (the “ Directors ”) be and are hereby authorized to execute such documents and do such acts and things as they consider desirable, necessary or expedient in connection with and to give effect to the Supply Agreement and the transactions contemplated thereunder.”
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“ THAT:
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(a) the 15 sale agreements (the “ Previous CCT Agreements ”) entered into between Beijing Telenet and Intradak during the period from August 2011 to June 2012 (the “ Period ”) in relation to the sale of the lottery vending terminals by Beijing Telenet to Intradak, copies of which have been produced to the EGM collectively marked “B” and signed by the chairman of the EGM for the purpose of identification, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;
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(b) the total amount of approximately HK$64 million sold by Beijing Telenet to Intradak in relation to the sales and delivery of the Products pursuant to the Previous CCT Agreements during the Period be and is hereby approved, confirmed and ratified; and
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(c) the Directors be and are hereby authorized to execute such documents and do such acts and things as they consider desirable, necessary or expedient in connection with and to give effect to the Previous CCT Agreements and the transactions contemplated thereunder.”
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“ THAT:
Mr. Chrysafidis, Evangelos be and is hereby re-elected as an executive Director.”
By Order of the Board MelcoLot Limited Ko Chun Fung, Henry Executive Director and Chief Executive Officer
Hong Kong, 11 June 2012
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Registered office: Head office and principal place 4th Floor, Scotia Centre of business in Hong Kong: P.O. Box 2804 Units 3101-2A, 31st Floor George Town The Centrium Grand Cayman 60 Wyndham Street Cayman Islands Central, Hong Kong
Notes:
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(i) A member entitled to attend and vote at the above Meeting is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a member of the Company.
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(ii) Where there are joint holders of any share of the Company, any one of such joint holders may vote at the Meeting, either personally or by proxy, in respect of such share as if he was solely entitled thereto, but if more than one of such joint holders be present at the Meeting personally or by proxy, that one of the said persons so present whose name stands first on the Register of Members of the Company in respect of such share shall alone be entitled to vote in respect thereof.
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(iii) The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be lodged with the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration not less than 48 hours before the time appointed for holding the Meeting.
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(iv) Completion and return of the form of proxy will not preclude a member from attending the Meeting and voting in person at the Meeting or any adjournment thereof if he so desires. If a member attends the Meeting after having deposited the form of proxy, his form of proxy will be deemed to have been revoked.
As at the date of this announcement, the Board consists of two Executive Directors, namely Mr. Ko Chun Fung, Henry and Mr. Chrysafidis, Evangelos, two Non-executive Directors, namely Mr. Chan Sek Keung, Ringo (Chairman) and Mr. Wang, John Peter Ben, and three Independent Non-executive Directors, namely Mr. Tsoi, David, Mr. Pang Hing Chung, Alfred and Mr. So Lie Mo, Raymond.
This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the Growth Enterprise Market (“GEM”) of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.
This announcement will remain on the “Latest Company Announcements” page of the GEM website at www.hkgem.com for a minimum period of 7 days from the date of its publication and on the Company’s website at www.melcolot.com.
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