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CSC Holdings Limited Proxy Solicitation & Information Statement 2021

Dec 24, 2021

49056_rns_2021-12-24_98ac3369-dce6-465d-9d1a-fff8976e411f.pdf

Proxy Solicitation & Information Statement

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(Incorporated in the Cayman Islands and continued in Bermuda with limited liability) (Stock Code: 00138)

FORM OF PROXY

Form of proxy for use at the special general meeting (the ‘‘SGM’’) of CCT Fortis Holdings Limited (the ‘‘Company’’) to be held at 18/F., CCT Telecom Building, 11 Wo Shing Street, Fotan, Shatin, New Territories, Hong Kong on Monday, 17 January 2022 at 10:00 a.m. (or at any adjourned meeting thereof)

I/We[1]

of

being the registered holder(s) of[2] share(s) of HK$0.10 each in the share capital of the Company (the ‘‘Share(s)’’), HEREBY APPOINT[3] of

or failing him/her, the chairman of the SGM, to attend and act for me/us as my/our proxy at the SGM (or at any adjourned meeting thereof) to be held at 18/F., CCT Telecom Building, 11 Wo Shing Street, Fotan, Shatin, New Territories, Hong Kong on Monday, 17 January 2022 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the resolution(s) set out in the notice convening the SGM and at the SGM (or at any adjourned meeting thereof) to vote for me/us and on my/our behalf in respect of the said resolutions as hereinunder indicated or, if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTION4 ORDINARY RESOLUTION4 FOR5 AGAINST5
1. a.
to approve, ratify and confirm the execution of the Agreement as amended and
supplemented by the Supplemental Agreement by the Company;
b.
to approve the Disposal which constitutes a very substantial disposal for the
Company; and
c.
to authorise any one Director, or any two Directors if the affixation of the common
seal is necessary, to execute all such documents and do all such acts or things on
behalf of the Company.

Dated: Signature[6] :

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.

  2. Please insert the number of the Share(s) registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the Share(s) registered in your name(s).

  3. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE SGM WILL ACT AS YOUR PROXY. ANY ALTERATION MADE IN THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

  4. The description of the resolution(s) is by way of summary only. The full text of all the resolution(s) appear in the notice of the SGM incorporated in the circular of the Company dated 28 December 2021.

  5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK (P) IN THE RELEVANT BOX BELOW THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK (P) IN THE RELEVANT BOX BELOW THE BOX MARKED ‘‘AGAINST’’. IF YOU WISH TO USE LESS THAN ALL YOUR VOTES, OR TO CAST SOME OF YOUR VOTES ‘‘FOR’’ AND SOME OF YOUR VOTES ‘‘AGAINST’’ A PARTICULAR RESOLUTION, YOU MUST WRITE THE NUMBER OF VOTES IN THE RELEVANT BOX(ES). Failure to tick either box or write the number of votes in the box in respect of a resolution will entitle your proxy to cast your vote in respect of that resolution at his/her discretion or to abstain from voting. Your proxy will also be entitled to vote at his/her discretion or to abstain from voting on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

  6. sealThis orformunderof proxythe handmustof bean signedofficer byor attorneyyou or yourdulyattorneyauthoriseddulyonauthorisedthat corporationin writing’s behalf.or, in the case of a corporation, must be either executed under its common

  7. Where they are joint registered holders of any Share(s), any one of such persons may vote at the SGM or at any adjourned meeting thereof (as the case may be), either in person or by proxy, in respect of such Share(s) as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the SGM or at any adjourned meeting thereof (as the case may be) in person 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(s) shall alone be entitled to vote in respect thereof.

  8. In order to be valid, this form of proxy, together with any power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof,183 Queenmust’s Roadbe depositedEast, Hongat theKongbranchnot latersharethanregistrar48 hoursandbeforetransfertheofficetime ofappointedthe Companyfor holdingin Hongthe Kong,SGM (i.e.TricornotTengislater thanLimited10:00ata.m.Levelon 54,Saturday,Hopewell15 JanuaryCentre, 2022, Hong Kong time) or any adjourned meeting thereof (as the case may be).

  9. If you are holder of two or more Shares, you may appoint not more than two proxies (or, in the case of a clearing house, more than two proxies) to attend the SGM. A proxy need not be a shareholder of the Company but must attend the SGM or any adjourned meeting thereof (as the case may be) in person to represent you.

  10. Completion and delivery of this form of proxy will not preclude you from attending and voting at the SGM or at any adjourned meeting thereof (as the case may be) should you so wish. If you attend and vote at the SGM or at any adjourned meeting thereof (as the case may be) in person, the authority of your proxy will be revoked.