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Dynagreen Environmental Protection Group Co., Ltd. — Proxy Solicitation & Information Statement 2023
May 25, 2023
49855_rns_2023-05-25_2199ec2b-6a96-448d-8e97-fade6c198016.pdf
Proxy Solicitation & Information Statement
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綠色動力環保集團股份有限公司
Dynagreen Environmental Protection Group Co., Ltd.*
(a joint stock limited liability company incorporated in the People’s Republic of China)
(Stock Code: 1330)
PROXY FORM
For the 2022 Annual General Meeting of Dynagreen Environmental Protection Group Co., Ltd.* to be held on Friday, 16 June 2023 and any adjourned meeting thereof
I/We [(Note][1)] of [(Note][2)]
being the registered holder(s) of H shares [(Note][3)] with nominal value of RMB1.00 each in the share capital of Dynagreen Environmental Protection Group Co., Ltd.* (the “Company”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING [(Notes][4][and][5)] or of and/or of
to act as my/our proxy to attend and vote for me/us and on my/our behalf at the 2022 Annual General Meeting (the “AGM”) of the Company to be held at the 2nd Floor, Jiuzhou Electronic Building, Keji South 12th Street, Nanshan District, Shenzhen, the PRC at 2:00 p.m. on Friday, 16 June 2023 and at any adjournment thereof and to exercise all rights conferred on proxies under laws, regulations and the Articles of Association of the Company.
I/We wish my/our proxy to vote as indicated below in respect of the resolutions to be proposed at the AGM. Please indicate how you wish your vote(s) to be cast by ticking the appropriate box next to the resolution. [(Note][6)]
| Ordinary Resolutions | Ordinary Resolutions | Ordinary Resolutions | For | Against | Abstain | |||
|---|---|---|---|---|---|---|---|---|
| 1. | to consider and approve the report of the Board for the year | |||||||
| 2022 | ||||||||
| 2. | to consider and approve the | report of the Supervisory | ||||||
| Committee for the year 2022 | ||||||||
| 3. | to consider and approve the report of financial accounts for | |||||||
| the year 2022 | ||||||||
| 4. | to consider and approve the proposed profit distribution | |||||||
| plan for the year 2022 | ||||||||
| 5. | to consider and approve the proposed re-appointment of | |||||||
| PricewaterhouseCoopers Zhong Tian | LLP as the auditor of | |||||||
| the Company to hold office until the | conclusion of the next | |||||||
| annual general meeting of the Company and to authorize | ||||||||
| the management to fix its remuneration for the year 2023 | ||||||||
| 6. | to consider and approve the financial budget for the year | |||||||
| 2023 | ||||||||
| 7. | to consider and approve the proposed provision of | |||||||
| guarantees to subsidiaries by | the Company for the year | |||||||
| 2023 | ||||||||
| 8. | to consider and approve the appraisal for the year 2022 and | |||||||
| proposed remuneration packages for the year 2023 of the | ||||||||
| Directors and the Supervisors | ||||||||
| 9. | to consider and approve the proposed amendments to the | |||||||
| Administrative Measures for Information Disclosures | ||||||||
| 10. | to consider and approve the proposed amendments to the | |||||||
| Administrative Rules of Investor Relations |
| Ordinary Resolutions | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 11. | to consider and approve the appointment of Directors: | Cumulative voting _(Note _ | 10) | ||||||||
| (Please insert | number of votes | in boxes 11(a) to 11(b)) | |||||||||
| (a) | to consider and approve the appointment of Mr. Yue Peng | ||||||||||
| as a non-executive Director | |||||||||||
| (b) | to consider and approve the appointment of Mr. Tong | ||||||||||
| Xiangyu as a non-executive Director | |||||||||||
| Special Resolution | For | Against | Abstain | ||||||||
| 12. | to consider and approve the proposed amendments to the | ||||||||||
| Articles of Association |
Further details of the above resolutions are set out in the circular of the Company dated 25 May 2023.
- Signature: (Note 7) Date: NOTES: 1. Please insert full name(s) of the H shareholder(s) as registered in the register of members of the Company in BLOCK CAPITALS . 2. Please insert full address(es) of the H shareholder(s) as registered in the register of members of the Company in BLOCK CAPITALS .
2023
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Please insert the number of H shares registered in your name(s); if no number is inserted, this proxy form will be deemed to relate to all H shares in the capital of the Company registered in your name(s).
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If you are a shareholder who is entitled to attend and vote at the AGM, you are entitled to appoint one or more proxies to attend instead of you and to vote on your behalf. A proxy need not be a shareholder of the Company, but must attend the AGM in person in order to represent you.
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If a proxy other than the Chairman of the AGM is preferred, cross out the words “the Chairman of the meeting” and insert the full name(s) and address(es) of the proxy (or proxies) desired in the space provided. If no name is inserted, the Chairman of the AGM will act as your proxy. Any changes should be initialed by the person who signs this form.
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IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING, TICK THE APPROPRIATE BOX MARKED “ABSTAIN”. If you return this proxy form without indicating as to how your proxy is to vote on any particular matter, the person appointed as your proxy will exercise his/her discretion as to whether he/she votes and, if so, how and, unless instructed otherwise, he/she may also vote or abstain from voting as he/she thinks fit on any other business (including amendments to resolutions) which may properly come before the AGM. The shares abstained will be counted in the calculation of the required majority.
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This proxy form must be signed and dated by the shareholder or his/her attorney duly authorized in writing. If the shareholder is a company, it should execute this proxy form under its common seal or by the signature(s) of (a) person(s) authorized to sign on its behalf. In case of joint shareholders, any one shareholder may sign this proxy form. If more than one joint shareholders attend the AGM in person or by proxy, the vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Company in respect of the joint shareholding.
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To be valid, this proxy form, together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be completed and deposited, for the holders of H shares, to the H Share Registrar of the Company, Tricor Investor Services Limited, 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, not less than 24 hours before the time appointed for the AGM (i.e. not later than Thursday, 15 June 2023 at 2:00 p.m. (Hong Kong time) for AGM) or the adjourned meeting (as the case may be). The effective period of appointment of your proxy appointed under this proxy form shall cease upon conclusion of the AGM or any adjourned meeting.
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Completion and delivery of this proxy form will not preclude you from attending and voting in person at the AGM if you so wish. 10. Cumulative voting system will be adopted in resolutions 11(a) and 11(b) in relation to the election of non-executive Directors. Cumulative voting system refers to where two or more Directors are to be elected at the general meeting, the number of votes for each share held by a shareholder shall be equal to the aggregate number of Directors for election under the resolution. The shareholders may use all of the votes concentrating on one particular person, or may distribute the votes for electing several persons. No ballot will be cast “For”, “Against” or “Abstain” in cumulative voting. You are requested to fill in the corresponding number of votes in the “cumulative voting” column against the name of each candidate. The lowest votes will be nil and the highest will be the maximum number of votes under each resolution, and does not need to be the integral multiples of the number of shares held by you. If you mark “✔” in the blank against the name of each candidate, you will be deemed to cast your total number of vote equally amongst the corresponding candidates.
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References to time and dates in this form of proxy are to Hong Kong time and dates.
PERSONAL INFORMATION COLLECTION STATEMENT
proxyYour supply(or proxies)of yourandandyouryourvotingproxy’sinstructions(or proxies’)forname(s)the AGMandofaddress(es)the Companyis on(thea voluntary“ Purposes basis”). Wefor themaypurposetransferofyourprocessingand youryourproxy’srequest(orforproxies’)the appointmentname(s) andof a address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized 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. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to Tricor Investor Services Limited at the above address.
- For identification purposes only