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Dadi International Group Limited — Proxy Solicitation & Information Statement 2012
Mar 5, 2012
51285_rns_2012-03-05_7a9376a6-7703-44f0-ad6b-9a789378acea.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.
ZHI CHENG HOLDINGS LIMITED 智城控股有限公司[*]
(incorporated in the Cayman Islands and continued in Bermuda with limited liability)
(Stock Code: 8130)
SUPPLEMENTAL NOTICE OF SPECIAL GENERAL MEETING
SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the special general meeting (the “ SGM ”) of Zhi Cheng Holdings Limited (the “ Company ”) will be held at Board Room, 1st Floor, South Pacific Hotel, 23 Morrison Hill Road, Wanchai, Hong Kong on Friday, 30 March 2012 at 11:00 a.m. for the purpose of considering and, if thought fit, passing with or without amendment the following additional ordinary resolution:
AS ORDINARY RESOLUTION
- to re-elect Mr. Chong Yiu Kan, Sherman as independent non-executive director of the Company.
Notes:
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(1) Please refer to the notice of SGM dated 14 February 2012 for details in respect of the other relevant resolutions to be considered at the SGM.
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(2) A second proxy form containing the additional resolution no. 2 is enclosed. If you attend to appoint a proxy, you should complete and return the enclosed Second Proxy Form in accordance with the instructions printed thereon and return it at least 48 hours before the time appointed to hold the SGM or any adjourned meeting. If you have returned a valid original form of proxy but have not completed and returned the Second Proxy Form, your proxy stated in the original form of proxy will be entitled to vote at his/her/its discretion.
Hong Kong, 5 March 2012
By order of the Board Zhi Cheng Holdings Limited Lien Wai Hung Chairman
- for identification purposes only
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Registered office: Head office and principal place of Clarendon House business in Hong Kong: 2 Church Street Suite 2012, 20th Floor Hamilton HM 11 Tower One, Times Square Bermuda 1 Matheson Street Causeway Bay Hong Kong
Notes:
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1 A member of the Company (the “ Member ”) entitled to attend and vote at the SGM convened by the above notice is entitled to appoint one (or, if he holds two or more shares, more than one) proxy to attend the SGM and vote on his behalf in accordance with the bye-laws of the Company. A proxy need not be a Member but must attend the SGM in person to represent the Member.
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2 In order to be valid, a form of proxy and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power or authority, must be deposited with the Company’s branch share registrar in Hong Kong, Tricor Secretaries Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong, not later than 48 hours before the time appointed for holding the SGM or any adjournment thereof. Completion and return of the form of proxy shall not preclude a Member from attending and voting in person at the SGM if he/she/it so wishes. In that event, his form of proxy will be deemed to have been revoked.
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3 Where there are joint holders of any share, any one of such joint holders may attend and vote at the SGM, either in person or by proxy, in respect of such share as if he/she/it were solely entitled thereto, but if more than one of such joint holders be present at the SGM, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holder(s), and for this purpose, seniority shall be determined by the order in which the names stand in the Register of Members of the Company in respect of the joint holding.
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4 In compliance with Rule 17.47(4) of the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited, voting on the resolution in respect of the above matters set out in this notice will be decided by way of poll.
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5 If a tropical cyclone warning signal No. 8 or above is expected to be hoisted or a black rainstorm warning signal is expected to be in force at any time between 9:00 a.m. and 5:00 p.m. on the date of the SGM, then the SGM will be postponed and the Members will be informed of the date, time and venue of the postponed SGM by a supplemental notice, posted on the respective websites of the Company and Hong Kong Exchanges and Clearing Limited.
If a tropical cyclone warning signal No. 8 or above or a black rainstorm warning signal is cancelled at or before 9:00 a.m. on the date of the SGM, and where conditions permit, the SGM will be held as scheduled.
The SGM will be held as scheduled when an amber or red rainstorm warning signal is in force.
Members should decide on their own whether they would attend the SGM under a bad weather condition bearing in mind their own situations and if they do so, they are advised to exercise care and caution.
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As at the date of this announcement, the executive Director is Lien Wai Hung; the independent non-executive Directors are Ho Chun Ki, Frederick, Lai Miao Yuan, Chong Yiu Kan, Sherman and Tam Kin Yip.
This announcement, for which the Directors collectively and individually accept full responsibilities, includes particulars given in compliance with the GEM Listing Rules 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.zhicheng-holdings.com.
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