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DYNAM JAPAN HOLDINGS Co., Ltd. — Proxy Solicitation & Information Statement 2014
May 30, 2014
51076_rns_2014-05-30_836fe7b2-b3c6-4770-bc45-1b926142a70f.pdf
Proxy Solicitation & Information Statement
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株式会社ダイナムジャパンホールディングス DYNAM JAPAN HOLDINGS Co., Ltd.* (Incorporated in Japan with limited liability)
(Stock Code: 06889)
PROXY FORM FOR THE 3RD ANNUAL GENERAL MEETING OF SHAREHOLDERS
(Note 1) I/We (full name of individual or entity) main office address)
hold (Note 2)
of (Note 1) (home or
shares in 株式会社ダイナムジャパンホールディングス
DYNAM JAPAN HOLDINGS Co., Ltd.* (the ‘‘Company’’). I/We hereby appoint the chairman of the 3rd Annual General Meeting of Shareholders (the ‘‘AGM’’) or (Note 3) (name of proxy)
of (Note 3) (home or main office address) to serve as my/our proxy and perform the following on my/our behalf.
The proxy shall attend the AGM to be held at 2-27-5 Nishi-Nippori, Arakawa-ku, Tokyo, Japan at 10:00 a.m. (Japan Time) on Thursday, 26 June 2014 and exercise voting rights for the resolutions as set out below.
| 26 June 2014 and exercise voting rights for the resolutions as set out below. | 26 June 2014 and exercise voting rights for the resolutions as set out below. | 26 June 2014 and exercise voting rights for the resolutions as set out below. | ||||
|---|---|---|---|---|---|---|
| Matters to be Resolved (Note 4) | For(Note 5) | Against(Note 5) | VoteWithheld(Note 5) | |||
| First Resolution | General Mandate to Allot, Issue and Deal in Shares | |||||
| SecondResolution | Proposed Election of Eight (8) Directors | |||||
| Candidate for Director Mr. Yoji Sato | ||||||
| Candidate for Director Mr. Kohei Sato | ||||||
| Candidate for Director Mr. Noriaki Ushijima | ||||||
| Candidate for Director Mr. Katsuhide Horiba | ||||||
| Candidate for Director Mr. Ichiro Takano | ||||||
| Candidate for Director Mr. Yukio Yoshida | ||||||
| Candidate for Director Mr. Mitsutoshi Kato | ||||||
| Candidate for Director Mr. Thomas Chun Kee Yip | ||||||
| Third Resolution | Proposed Election of an Accounting Auditor | |||||
| Fourth Resolution | Proposed Election of an Auditor pursuant to the Rules Governing theListing of Securities on The Stock Exchange of Hong Kong Limited | |||||
| Date:Note 1Note 2Note 3Note 4Note 5Note 6Note 7Note 8Note 9Note 1 | 2014Signature (Note 6)Home or main office address and full name of individual or entity of the shareholder is to be written in block letters.Please state the number of shares the proxy is authorized to act upon. If the number is less than your full voting entitlement on the Company’sshare register, the voting entitlement in respect of the remaining shares is deemed to be an abstention. If this space is left blank, the proxy will bedeemed as authorized to exercise your full voting entitlement. As stated in Note (3) under item 5 headed ‘‘Other Precautions’’ of convocationnotice for the AGM dated 3 June 2014 (the ‘‘Convocation Notice of AGM’’), shareholders who intend to cast their votes in different ways (i.e. partlyfor and partly for against a resolution) are requested to notify the Company in writing of their intention to do so and the reason therefor no laterthan 3 days before the AGM. Accordingly, please note that shareholders who have not submitted such notice of the intention to cast their votes indifferent ways to the Company may not be permitted to exercise such voting rights except for those who hold shares of the Company for and onbehalf of others.Home or main office address and full name of the proxy is to be written in block letters. If the spaces are left blank, the proxy shall become thechairman of the AGM.The matters to be resolved shown here are summaries. The full text is available in the Convocation Notice of AGM.If you approve the relevant resolution, please put a check mark in the ‘‘For’’ box. If you disapprove the relevant resolution, please put a checkmark in the ‘‘Against’’ box. If you abstain from voting any resolution, please put a check mark in the ‘‘Vote Withheld’’ box. If you put check marks innone of the boxes or more than one box for a resolution, your proxy will be authorized to exercise his/her discretion as to whether and if so howhe/she votes. The same decision will apply to the resolutions proposed in accordance with the laws and regulations to the AGM other than thosestated in the Convocation Notice of AGM.Abstained votes will be counted towards the total number of votes cast in the relevant resolutions but excluded from the number of votes for oragainst the relevant resolutions.Please sign with the pre-registered signature of the shareholder (or the representative person in case of a corporate shareholder).If your shares are held jointly with others, signature of the person exercising the voting rights of whom the Company has been notified in advancewill be enough, but filling in the names of individual or entity and home or main office address of all the joint shareholders is required.Proxies are advised to submit the proxy form (signed and completed by the shareholder in accordance to the above Notes 1 to 7) to the receptiondesk of the AGM on the day thereof. If the shareholder completed the proxy form but left the proxy’s name and address blank, please send theproxy form by mail to the location of the AGM no later than the day thereof OR deposit at the Company’s share registrar, Computershare HongKong Investors Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before thetime appointed for holding the AGM.Proxies do not need to be a shareholder of the Company.0Completion and return of this proxy form will not preclude you from attending and voting in person at the AGM thereof if you so wish, and in suchcase, this proxy form will be deemed to be revoked. |
- For identification purpose only