AI assistant
CTF Services Limited — Proxy Solicitation & Information Statement 2023
Jun 2, 2023
49372_rns_2023-06-02_5a7eaf59-ea0c-4a5f-8fa3-d187d3e8be2e.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
==> picture [191 x 73] intentionally omitted <==
(incorporated in Bermuda with limited liability)
(stock code: 00659)
PROXY FORM
Proxy form for the Special General Meeting (‘‘SGM’’) to be held on 26 June 2023 or any adjournment thereof
I/We[(1)] of being the registered holder(s) of[(2)] shares of HK$1.00 each in the capital of NWS Holdings Limited (the ‘‘Company’’) HEREBY APPOINT[(3)] of (address) or (email address) or failing him, the Chairman of the meeting, as my/our proxy to attend on my/our behalf at the SGM to be held as a hybrid meeting at the principal meeting place of Meeting Room N101B (Expo Drive Entrance), Hong Kong Convention and Exhibition Centre, 1 Expo Drive, Wanchai, Hong Kong on Monday, 26 June 2023 at 11: 45 a.m. (or at any adjournment thereof) for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the said meeting and at such meeting (or at any adjournment thereof) to vote for me/us on my/our behalf in respect of the resolutions as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.
-
ORDINARY RESOLUTIONS FOR[(4)] AGAINST[(4)]
-
- To approve, ratify and/or confirm the New NWD Master Services Agreement, the transactions contemplated thereunder and the proposed annual caps in respect of such transactions for each of the three financial years ending 30 June 2026, and to authorise the Directors acting together or by committee or any Director acting individually, to execute all agreements and documents and to take all steps for and on behalf of the Company for, or in connection with, implementing and/or giving effect to the above matter.[#]
-
- To approve, ratify and/or confirm the New DOO Master Services Agreement, the transactions contemplated thereunder and the proposed annual caps in respect of such transactions for each of the three financial years ending 30 June 2026, and to authorise the Directors acting together or by committee or any Director acting individually, to execute all agreements and documents and to take all steps for and on behalf of the Company for, or in connection with, implementing and/or giving effect to the above matter.[#]
The full text of the resolution is set out in the notice of the SGM.
-
Dated this day of 2023 Signature[(5)] : Notes: 1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. In the case of joint registered holders, the names of all joint registered holders should be stated.
-
- Please insert the number of shares registered in your name(s) to which this proxy form relates. If no number is inserted, this proxy form will be deemed to relate to all the shares in the Company registered in your name(s).
-
- Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
-
- IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PUT A TICK IN THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PUT A TICK IN THE BOX MARKED ‘‘AGAINST’’. Failure to do so will entitle your proxy to cast his vote at 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. IF YOU WISH TO ALLOW YOUR PROXY TO ATTEND THE SGM THROUGH TRICOR E-MEETING SYSTEM, PLEASE ALSO INSERT HIS/HER EMAIL ADDRESS. THE EMAIL ADDRESS SO PROVIDED WILL BE USED BY THE COMPANY’S BRANCH SHARE REGISTRAR IN HONG KONG, TRICOR STANDARD LIMITED, FOR SENDING THE LOGIN DETAILS FOR VOTING AT THE SGM, SO YOU AND YOUR PROXY SHOULD ENSURE THAT THE EMAIL ADDRESS PROVIDED WILL BE APPROPRIATELY SECURE FOR THIS PURPOSE.
-
- If your proxy has not received the login details by email by 11: 45 a.m. (Hong Kong time) on Saturday, 24 June 2023, you should contact the Company’s branch share registrar in Hong Kong, Tricor Standard Limited at (852) 2975 0928 or email to [email protected] for assistance.
-
- This proxy form must be signed by you or your attorney duly authorised in writing or in the case of a corporation, must be executed either under its common seal or under the hand of an officer or attorney duly authorised in that behalf. The signature must match the records maintained by the branch share registrar of the Company in Hong Kong.
-
- Where there are joint registered holders of any share, any one of such persons may vote at the meeting, either personally or by proxy, in respect of such share as if he were 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.
-
- To be valid, the proxy form must be completed and (a) signed in accordance with the instructions printed thereon and deposited, together with the power of attorney or other authority (if any) under which it is signed or a certified copy of that power of attorney or authority, at the Company’s branch share registrar in Hong Kong, Tricor Standard Limited, 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong; or (b) submitted electronically via https://spot-emeeting.tricor.hk/#/659 in accordance with the instructions printed on the accompanying notification letter sent to you by post on Monday, 5 June 2023, in each case as soon as possible and in any event no later than 11: 45 a.m. (Hong Kong time) on Saturday, 24 June 2023, or not less than 48 hours before the time of any adjourned meeting.
-
- The proxy need not be a member of the Company but must attend the meeting in person (whether physically or by means of electronic facilities) to represent you.
-
- Completion and delivery of the proxy form will not preclude you from attending and voting in person (whether physically or by means of electronic facilities) at the meeting (or any adjournment thereof) if you so wish, but the authority of your proxy will be invalid forthwith. PERSONAL INFORMATION COLLECTION STATEMENT
-
Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the SGM (the ‘‘Purposes’’). The Company may transfer your and your proxy’s (or proxies’) name(s) and address(es) to its agent, contractor or third party service provider who provides administrative, computer and other services to the Company for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. You/your proxy (or proxies) has/have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance (Chapter 486 of the Laws of Hong Kong) and any such request should be in writing and mailed to Privacy Compliance Officer of Tricor Standard Limited at the above address. * For identification purposes only