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E-STATION GREEN TECHNOLOGY GROUP CO., LIMITED — Proxy Solicitation & Information Statement 2022
Sep 28, 2022
51463_rns_2022-09-27_112c35f8-61b7-400e-8e14-037f77464a9a.pdf
Proxy Solicitation & Information Statement
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K GROUP HOLDINGS LIMITED 千盛集團控股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 8475)
FORM OF PROXY FOR USE IN CONNECTION WITH THE EXTRAORDINARY GENERAL MEETING TO BE HELD AT 1 GRANGE ROAD, ORCHARD BUILDING, #12-01, SINGAPORE 239693 ON MONDAY, 17 OCTOBER 2022 AT 11:30 A.M. OR AT THE ADJOURNMENT THEREOF
I/We, (Name) (Address)
(Note 1) of
(Note 1)
being the registered holder(s) of (Note 2) ordinary shares of HK$0.01 each in the share capital of K Group Holdings Limited (the “ Company ” and the “ Shares ”, respectively), HEREBY APPOINT (Name) of (Address) or failing him/her, the CHAIRMAN OF THE MEETING [(Note][3)] as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting of the Company to be held at 1 Grange Road, Orchard Building, #12-01, Singapore 239693 on Monday, 17 October 2022 at 11:30 a.m. (the “ EGM ”) and at the adjournment thereof on any resolution or motion which will be proposed thereat. Unless otherwise defined, capitalized terms used in this form of proxy shall have the same meanings as defined in the notice convening the EGM (the “ Notice ”). My/our proxy is authorised and instructed to vote as indicated (Note 4) in respect of the under-mentioned resolutions:
| ORDINARY RESOLUTIONS | FOR (Note 4) | FOR (Note 4) | FOR (Note 4) | AGAINST (Note 4) | AGAINST (Note 4) | AGAINST (Note 4) | |||
|---|---|---|---|---|---|---|---|---|---|
| 1. | To approve the Share Consolidation.* | ||||||||
| 2. | To approve the proposed Rights Issue on basis of two (2) Rights Share for every | ||||||||
| one (1) Consolidated Share held on the Record Date, the Underwriting Agreement | |||||||||
| and the transactions contemplated thereunder.* |
- For the full text of the proposed resolutions, please refer to the Notice as contained in the Company’s circular dated 28 September 2022.
Signature (Note 5 and 6) Dated this day of
Notes:
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.
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Please insert the number of Shares registered in your name(s) to which this proxy form (the “ Proxy Form ”) relates; if no number is inserted, this Proxy Form will be deemed to relate to all the Shares registered in your name(s).
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A member of the Company (the “ Member ”) may appoint one (or, if he/she/it holds two or more Shares, more than one) proxy of his/her/its own choice. If such an appointment is made, please insert the name and address of the person appointed as proxy in the space provided. A proxy needs not be a Member but must attend the EGM in person to represent you. If more than one proxy is appointed, the original Proxy Form may be photocopied for use.
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IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK ( ✔ ) THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK ( ✔ ) THE BOX MARKED “AGAINST”. Failure to tick a box will entitle your proxy to cast your vote at his/her discretion or abstain from voting. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the EGM other than those referred to in the Notice. If you wish to vote part of your Shares for and part of your Shares against the relevant resolution in the event that a poll is called, please insert the number of Shares in the relevant box.
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The Proxy Form must be signed by the appointor or his attorney duly authorised in writing or, if such appointor is a corporation, must be either under its common seal or under the hand of an officer, attorney or other person authorised to sign on that behalf.
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In the case of joint shareholders, the signature of any one shareholder will be sufficient but the names of all the joint shareholders should be stated.
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Where there are joint registered holders of any Share, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the EGM personally or by proxy, that one of such joint holders so present whose name stands first in the register of members of the Company in respect of such Share shall alone be entitled to vote in respect thereof.
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In order to be valid, this Proxy Form must be completed, signed and deposited at the Company’s branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited (the “ Hong Kong Branch Share Registrar ”) at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong together with a power of attorney or other authority, if any, under which it is signed (or a certified copy thereof), not later than 48 hours before the time appointed for holding the EGM or the adjournment thereof. Completion and return of the Proxy Form shall not preclude the Members from subsequently attending in person and voting at the EGM or the adjournment thereof, should they so wish, and in such event, the form of proxy shall be deemed to have been revoked.
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Any alteration made to this Proxy Form must be initialled by the person who signs it.
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The Company reserves its right to treat any Proxy Form which has been incorrectly completed in some manner as valid if such incorrectness is considered by the Company, at its absolute discretion, not material.
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A Member or his/her/its proxy should produce proof of identity when attending the EGM. If a corporate Member appoints its representative to attend the EGM, such representative should produce proof of identity and a copy of the resolution of the board of directors or other governing body of that Member appointing such representative to attend the EGM.
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If the proxy form is lodged with the Company’s branch share registrar after the Closing Time, the proxy appointment under the proxy form will be invalid. Accordingly, members are advised not to lodge the proxy form after the Closing Time.
PERSONAL INFORMATION COLLECTION STATEMENT
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(i) “Personal Data” in these statements has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (the “ PDPO ”).
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(ii) Your supply of Personal Data to the Company is on a voluntary basis and is used for processing your instructions and/or requests as stated in this form of proxy. (iii) Your Personal Data will not be transferred to other third parties (other than the Hong Kong Branch Share Registrar) unless it is a requirement to do so by law, for example, in response to a court order or a law enforcement agency’s request and will be retained for such period as may be necessary for our verification and record purposes.
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(iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request should be in writing addressed to the Personal Data Privacy Officer of Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong.