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Dida Inc. Proxy Solicitation & Information Statement 2018

Jun 8, 2018

50671_rns_2018-06-08_fa23383d-f2ac-4cd9-b866-c3c0d01f021f.pdf

Proxy Solicitation & Information Statement

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COSCO SHIPPING ENERGY TRANSPORTATION CO., LTD.[*] 中遠海運能源運輸股份有限公司

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

(Stock Code: 1138)

Supplemental Proxy Form For the Annual General Meeting for holders of H Shares to be held on Thursday, 28 June 2018

I/We of am/are the shareholder(s) of COSCO SHIPPING Energy Transportation Co., Ltd. (中遠海運能源運輸股份有限公司) (the “ Company* ”), holding H Shares. I/We hereby appoint of

as my/our proxy/proxies, failing which, I/we hereby appoint the chairman of the annual general meeting (“ AGM ”) as my/our proxy/proxies (please delete where appropriate) for H shares which I/we hold in the share capital of the Company to attend and vote at the AGM to be held at 3rd Floor, Ocean Hotel, No. 1171 Dong Da Ming Road, Hongkou District, Shanghai, the People’s Republic of China at 2:00 p.m. on Thursday, 28 June 2018 or at any adjournment thereof. The proxy/proxies is/are authorised to vote on the resolution according to the following instructions. In the absence of instructions, the proxy/proxies shall vote for or against the resolution or abstain at his/their discretion.

No. No. Abstain Abstain
No. Ordinary Resolutions For Against Abstain
11. to consider and (i) approve the appointment of PricewaterhouseCoopers as
the international auditors of the Company and the appointment of
SHINEWING Certified Public Accountants as the domestic auditors of the
Company for the year ending 31 December 2018; (ii) the audit fee of the
auditors of the Company for the year ending 31 December 2018; and (iii)
the authorization to the Board or any person authorized by the Board to
reasonably determine the specific amount of the audit fees of the auditors of
the Company for the year ending 31 December 2018.
12. to consider and approve the adoption of the Management System for
External Guarantees, details of which are set out in the Company’s
supplemental circular dated 8 June 2018 (the “Circular”).
13. to consider and approve the adoption of the Administrative Measures for
External Investments, details of which are set out in the Circular.
14. to consider and approve the adoption of the Implementation Rules for the
Cumulative Voting System, details of which are set out in the Circular.

Note: Please refer to the supplemental circular of the AGM for the full texts of these resolutions

Dated

Signature

* for identification purpose only

Notes:

(A) Please refer to the proxy form despatched together with the notice of AGM dated 14 May 2018 for Resolutions 1 to 10 (the “ First Proxy Form ”). This proxy form is the supplemental proxy form for the purpose of the supplemental resolutions set out in the supplemental notice of AGM dated 8 June 2018 and only serves as a supplement to the original proxy form for the AGM.

  • (B) Details of the Office of the Board of Directors of the Company are as follows:

7/F, 670 Dong Da Ming Road, Shanghai, The People’s Republic of China Postal Code: 200080 Tel: 86 (21) 6596 6666 Fax: 86 (21) 6596 6160

(C) ATTENTION: If you wish to vote for a resolution, please indicate with a “✔” in the appropriate space under “For”. If you wish to vote against a resolution, please indicate with a “✔” in the appropriate space under “Against”. If you wish to abstain from voting on a resolution, please indicate with a “✔” in the appropriate space under “Abstention”. If no direction is given, your proxy may vote at his/her/its discretion. Unless you direct in the proxy form, the proxy will also be entitled to vote at his/ her/its discretion for any resolution duly put to the AGM other than those set out in the notice/supplemental of the AGM. The shares abstained will be counted in the calculation of the required majority. You should give your opinion as any one of the following: “For”, “Against” or “Abstention”. Any vote which is not filled or filled wrongly or with unrecognizable writing or not cast will be deemed as having waived your voting rights, and the corresponding poll will be counted as abstained, while for shareholders not present at the AGM, the relevant voting rights subject to their waiver to vote shall not be counted for the purpose of determining the voting results of the resolutions.

  • (D) Each holder of H Shares who has the right to attend and vote at the AGM is entitled to appoint in writing one or more proxies, whether a shareholder or not to attend and vote on his behalf at the AGM.

  • (E) 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.

  • (F) For holders of H Shares, 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, 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time for holding the AGM (or any adjournment thereof) in order for such documents to be valid.

  • (G) Each holder of A 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 AGM. Notes (C) to (E) also applies to holders of A Shares, except that the instrument appointing a proxy or other documents of authority must be delivered to the Office of 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 AGM in order for such documents to be valid.

  • (H) If a proxy attends the AGM on behalf of a shareholder, he should produce his identity card and the instrument signed by the appointor of the proxy or his legal representative, which specifies the date of its issuance. If the legal representative of a shareholder which is a legal person attends the AGM, such legal representative should produce his identity card and valid documents evidencing his capacity as such legal representative. If a shareholder which is a legal person appoints a representative of a company other than its legal representative to attend the AGM, such representative should produce his identity card and an authorization instrument affixed with the seal of that corporate shareholder (which is a legal person) and duly signed by its legal representative.

  • (I) If you have already validly appointed a proxy to act for you at the AGM but have not completed and returned this supplemental proxy form, your proxy will have the right to vote at his/her/its discretion. Completion and return of the supplemental proxy form will not preclude you from attending, and voting at, the AGM.

  • (J) This supplemental proxy form will not affect the validity of any proxy form duly completed and delivered by you in respect of the resolutions set out in the notice of the AGM dated 14 May 2018. If you have validly appointed a proxy to attend and act for you at the EGM but do not duly complete and deliver this supplemental proxy form, your proxy will be entitled to vote at his/ her/its discretion on the resolutions set out in the supplemental notice of AGM dated 8 June 2018. If you did not duly complete and deliver the original proxy form for the AGM but have duly completed and delivered this supplemental proxy form and validly appointed a proxy to attend and act for you at the AGM, your proxy will also be entitled to vote at his/her/its discretion on the resolutions set out in the notice of the AGM dated 14 May 2018. If the proxy being appointed to attend the AGM under the supplemental proxy form is different from the proxy appointed under the original proxy form and both proxies attended the AGM, the proxy validly appointed under the original proxy form shall be designated to vote at the AGM.

  • (K) The AGM is expected to last for an hour. Shareholders attending the AGM are responsible for their own transportation and accommodation expenses.