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Dida Inc. — Proxy Solicitation & Information Statement 2024
Apr 22, 2024
50671_rns_2024-04-22_950dd5a2-4eae-4117-82c8-273a66ceb354.pdf
Proxy Solicitation & Information Statement
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COSCO SHIPPING ENERGY TRANSPORTATION CO., LTD.[*]
(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 1138)
FORM OF PROXY FOR H SHARES CLASS MEETING TO BE HELD ON FRIDAY, 10 MAY 2024
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No. of H Shares to which this form of proxy relates[1]
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I/We[2] of
being the registered holder(s) of “ Company ”), hereby appoint[3] the Chairman of the meeting or
1 H shares of COSCO SHIPPING Energy Transportation Co., Ltd. (the
of
as my/our proxy to attend, act and vote for me/us and on my/our behalf at the class meeting for holders of H Shares of the Company (the “ H Shares Class Meeting ”) to be held at Friday, 10 May 2024 (or at any adjournment thereof) at 5th Floor, Ocean Hotel, No. 1171 Dongdaming Road, Hongkou District, Shanghai, the People’s Republic of China as hereunder indicated in respect of the resolutions set out in the notice of the H Shares Class Meeting dated 23 April 2024 (the “ Notice of H Shares Class Meeting ”) and, if no such indication is given, as my/our proxy thinks fit. Unless otherwise defined, capitalized terms used herein shall have the same meanings as those defined in the circular of the Company dated 23 April 2024 (the “ Circular ”).
| No. | Special Resolutions# | For4 | For4 | Against4 | Against4 | Against4 | Abstain4 | Abstain4 | ||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. | To consider and approve the “2023 Share Option Incentive Scheme of COSCO | |||||||||
| SHIPPING Energy Transportation Co., Ltd.” and its summary. | ||||||||||
| 2. | To consider and approve the “Administrative Measures for the 2023 Share | |||||||||
| Option Incentive Scheme of COSCO SHIPPING Energy Transportation Co., | ||||||||||
| Ltd.”. | ||||||||||
| 3. | To consider and approve the “Administrative Measures for the |
|||||||||
| Implementation and Appraisal of the 2023 Share Option Incentive Scheme of | ||||||||||
| COSCO SHIPPING Energy Transportation Co., Ltd.”. | ||||||||||
| 4. | To consider and approve the resolution to authorise the board of directors of | |||||||||
| the Company (the “Board”) to deal with matters related to the 2023 Share | ||||||||||
| Option Incentive Scheme of the Company. |
Signature(s)[5] :
Date:
Notes:
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Please insert the number of H shares to which this form of proxy relates, which must not exceed the number of H shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the H shares in the capital of the Company registered in your name(s) (whether alone or jointly with others).
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Please insert the full name(s) (in Chinese or in English, as shown in the register of H shares members of the Company (the “ Register of Members ”)) and registered address(es) in BLOCK LETTERS .
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If any proxy other than the Chairman of the meeting is preferred, please delete the words “the Chairman of the meeting or” and insert the name and address of the proxy desired in the space provided. A Shareholder may appoint one or more proxies to attend and vote in his stead at the H Shares Class Meeting. The proxy need not be a Shareholder. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE DULY INITIALLED BY THE PERSON(S) WHO SIGN(S) IT .
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IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE INDICATE WITH A “ ✓ ” IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE INDICATE WITH A “ ✓ ” IN THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE INDICATE WITH A “ ✓ ” IN THE BOX MARKED “ABSTAIN” . The shares abstained will be counted in the calculation of the required majority. Any vote which is not filled or filled wrongly or with unrecognisable writing or not cast will be counted as “Abstained”, while for Shareholders not present at the H Shares Class Meeting, 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. If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his/ her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the H Shares Class Meeting other than those referred to in the Notice of H Shares Class Meeting.
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The form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a legal person, must either be executed under its common seal or under the hand of a legal representative or other attorney duly authorised to sign the same. If the form of proxy is signed by an attorney of the appointor, the power of attorney authorizing signature or other documents of authorisation, must be notarially certified.
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Each H Shareholder who has the right to attend and vote at the H Shares Class Meeting is entitled to appoint in writing one or more proxies, whether a Shareholder or not, to attend, speak and vote on his/her behalf at the H Shares Class Meeting.
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If a proxy attends the H Shares Class Meeting on behalf of you, he/she should produce his/her identity card and the form of proxy signed by you or your legal representative or your duly authorised attorney, and specify the date of its issuance. If you are a legal person and appoint your legal representative to attend the H Shares Class Meeting, such legal representative should produce his/her identity card and valid documents evidencing his/her capacity as such legal representative. If you are a legal person and appoint a company representative other than your legal representative to attend the H Shares Class Meeting, such representative should produce his/her identity card and an authorisation instrument affixed with your seal and duly signed by your legal representative. Completion and return of this form of proxy will not preclude you from attending in person and voting at the H Shares Class Meeting or any adjournment thereof should you so wish and in such event, the form of proxy shall be deemed to be revoked.
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Where there are joint registered holders of any H Share, only the person whose name stands first on the Register of Members in respect of such H Share may vote at the H Shares Class Meeting, either personally or by proxy, in respect of such H Share as if he were solely entitled thereto.
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To be valid, for H Shareholders, 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 Hong Kong Registrars Limited at 17M/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time for holding the H Shares Class Meeting or any adjournment thereof in order for such documents to be valid.
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Please note that Mr. Victor Huang, an independent non-executive Director, has sent the Independent Non-executive Director’s Proxy Forms in accordance with the relevant regulations of the PRC to solicit votes from the Shareholders on the special resolutions in respect of the 2023 Share Option Incentive Scheme and its related matters at the H Shares Class Meeting. Should you wish to appoint Mr. Victor Huang as your proxy to vote for you and on your behalf at the H Shares Class Meeting on the special resolutions regarding the 2023 Share Option Incentive Scheme and its related matters, please complete, sign and return the Independent Non-executive Director’s Proxy Forms to the Company’s Hong Kong branch share registrar, Hong Kong Registrars Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, by hand or by post, no later than 24 hours before the time appointed for holding of the H Shares Class Meeting or any adjournment thereof. Alternatively, if you wish to appoint any person other than Mr. Victor Huang as your proxy to vote for you and on your behalf at the H Shares Class Meeting on the special resolutions regarding the Scheme and its related matters, you may simply disregard the Independent Non-executive Director’s Proxy Forms and complete and return this form of proxy instead.
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Please note that if you have completed and returned both this form of proxy and the Independent Non-executive Director’s Proxy Form, but have given inconsistent voting instructions on the resolutions concerned between the form of proxy and the Independent Non-executive Director’s Proxy Form, your voting instructions given in the last form of proxy or the Independent Non-executive Director’s Proxy Form duly signed by you (whichever is later) will be counted as your vote for or against the resolutions or abstain from voting on the resolutions concerned. If the signing time of such form of proxy or the Independent Non-executive Director’s Proxy Form cannot be ascertained, the last form of proxy or the Independent Non-executive Director’s Proxy Form duly received shall prevail.
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For identification purposes only
The full text of the resolutions is set out in the Notice of H Shares Class Meeting.