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Dida Inc. AGM Information 2005

Apr 8, 2005

50671_rns_2005-04-08_af73d94c-0930-4716-990f-ff2926b8e256.pdf

AGM Information

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CHINA SHIPPING DEVELOPMENT COMPANY LIMITED

(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

Proxy Form for the 2004 Annual General Meeting to be held on 30 May 2005

I/We

of

am/are the shareholder(s) of China Shipping Development Company Limited (the “Company”), holding I/We hereby appoint

H Shares/domestic shares.

of

of of of of of of of
as my/our proxy/proxies. In the absence of proxy/proxies, I/We hereby appoint the chairman of the Annual General Meeting as my/our proxy/proxies
(please delete where appropriate) forH Shares/domestic shares which I/we hold in the share capital of the Company to attend and
vote at the Annual General Meeting to be held at 700 Dong Da Ming Road, Shanghai, The People’s Republic of China at 10 a.m. on Monday, 30 May
2005 or at any adjournment thereof. The proxy/proxies is/are authorised to vote on the resolutions according to the following instructions. In the absence
of instructions, the proxy/proxies shall vote for or against the resolutions or abstain at their discretion.
Ordinary Resolutions For Against Abstain
To consider and approve:
1.the 2004 Report of the Board of Directors of the Company;
2.the 2004 Report of the Supervisory Committee of the Company;
3.the 2004 audited financial report of the Company;
4.the proposed profit distribution plan of the Company for 2004;
5.the remuneration of the Directors and Supervisors of the Company for 2005;
6.the reappointment of Shanghai Zhonghua Huying C.P.A. and Ernst & Young as
the domestic and international auditors of the Company for 2005 respectively,
and the authorisation to the Board of Directors of the Company to determine their
remuneration; and
7.the establishment of remuneration committee comprising Mr. Wang Daxiong, Mr.
Xie Rong and Mr. Hu Honggao and the adoption of the implementation rules for
the remuneration committee of the Company.
Special Resolution For Against Abstain
To consider and approve:
8.the various amendments proposed to be made to the Articles of Association of the
Company.
For details of Resolution numbered 8, please refer to Resolution numbered 8 in the
Notice of 2004 Annual General Meeting of the Company.
Date:2005 Signature:

Notes:

(A) The H Share register of the Company will be closed from Friday, 29 April 2005 to Monday, 30 May 2005 (both days inclusive), during which no transfer of H Shares will be effected. Any holders of H Shares of the Company, whose names appear on the Company’s Register of Members at the close of business on Thursday, 28 April 2005, are entitled to attend and vote at the Annual General Meeting after completing the registration procedures for attending the meeting. In order to be entitled to attend and vote at the Annual General Meeting, share transfer documents should be lodged with the Company’s H share registrar not later than 4:00 p.m. on Thursday, 28 April 2005. The address of the share registrar for the Company’s H Shares is as follows:

Hong Kong Registrars Limited Rooms 1712-1716

  • 17th Floor

Hopewell Centre

183 Queen’s Road East

Wanchai

Hong Kong

(B) Holders of H Shares and Domestic Shares, who intend to attend the Annual General Meeting, must complete the reply slips for attending the Annual General Meeting and return them to the Office of the Secretary to the Board of Directors of the Company not later than 20 days before the date of the Annual General Meeting, i.e. no later than Tuesday, 10 May 2005.

Details of the Office of the Secretary to the Board of Directors of the Company are as follows:

Room 1601, 700 Dong Da Ming Road,

Shanghai,

People’s Republic of China Postal Code: 200080

Tel: 86(21) 6596 6666 Fax: 86(21) 6596 6160

(C) Each holder of H Shares who has the right to attend and vote at the Annual General Meeting is entitled to appoint in writing one or more proxies, whether a shareholder or not, to attend and vote on his behalf at the Annual General Meeting. A proxy of a shareholder who has appointed more than one proxy may only vote on a poll. Each shareholder who wishes to appoint one or more proxies should first review the annual report of the Company for the year 2004.

(D) The instrument appointing a proxy must be in writing under the hand of the appointor or his attorney duly authorised in writing. If that instrument is signed by an attorney of the appointor, the power of attorney authorising that attorney to sign, or other documents of authorisation, must be notarially certified.

(E) To be valid, the form of proxy, and if the form of proxy is signed by a person under a power of attorney or other authority on behalf of the appointor, a notarially certified copy of that power of attorney or other authority, must be delivered to the Company’s H Shares share registrar, Hong Kong Registrars Limited, 46th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not less than 24 hours before the time for holding the Annual General Meeting or any adjournment thereof in order for such documents to be valid.

(F) Each holder of Domestic Shares is entitled to appoint in writing one or more proxies, whether a shareholder or not, to attend and vote on its behalf at the Annual General Meeting. Notes (C) to (D) also apply to holders of Domestic Shares, except that the proxy form or other documents of authority must be delivered to the Office of the Secretary to the Board of Directors, the address of which is set out in Note (B) above, not less than 24 hours before the time for holding the Annual General Meeting or any adjournment, thereof in order for such documents to be valid.

(G) If a proxy attends the Annual General Meeting on behalf of a shareholder, he should produce his ID card and the instrument signed by the proxy or his legal representative, which specifies the date of its issuance. If the legal representative of a legal person share shareholder attends the Annual General Meeting, such legal representative should produce his/her ID card and valid documents evidencing his capacity as such legal representative. If a legal person share shareholder appoints a representative of a company other than its legal representative to attend the Annual General Meeting, such representative should produce his ID card and an authorization instrument affixed with the seal of the legal person share shareholder and duly signed by its legal representative.

(H) The Annual General Meeting is expected to last for half a day. Shareholders attending the Annual General Meeting are responsible for their own transportation and accommodation expenses.