Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

EFT Solutions Holdings Limited Proxy Solicitation & Information Statement 2022

Mar 15, 2022

51246_rns_2022-03-15_4742bd35-0fef-46d7-b276-db6efd2af374.pdf

Proxy Solicitation & Information Statement

Open in viewer

Opens in your device viewer

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.

EFT Solutions Holdings Limited 俊盟國際控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 8062)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of EFT Solutions Holdings Limited (the “ Company ”) will be held at Workshop B1 & B3, 11/F, Yip Fung Industrial Building, 28–36 Kwai Fung Crescent, Kwai Chung, New Territories, Hong Kong on Thursday, 31 March 2022 at 10:00 a.m., to consider and, if thought fit, to pass the following resolutions:

ORDINARY RESOLUTION

1. “ THAT :

  • (a) the New Master Supply and Services Agreement dated 17 February 2022 entered into between the Company and EFT Payments and the transactions contemplated thereunder and the annual caps be and are hereby ratified, confirmed and approved; and

  • (b) any one or more of the Directors be and is/are hereby authorised to do all such acts and things and execute all such documents which he/they consider necessary, desirable or expedient for the purpose of, or in connection with, the implementation of and giving effect to the New Master Supply and Services Agreement.”

Yours faithfully,

By order of the Board

EFT Solutions Holdings Limited Lo Chun Kit Andrew Chairman and Chief Executive Officer

Hong Kong, 16 March 2022

– 1 –

Notes:

  1. Capitalised terms defined in the circular of the Company dated 16 March 2022 shall have the same meanings when used in this notice, unless the context otherwise requires.

  2. In view of the current COVID-19 situation in Hong Kong, Shareholders will not be able to attend the EGM in person. Any Shareholder who does attempt to attend the EGM in person will be denied entry to the venue of the EGM. If Shareholders wish to exercise his/her/its voting rights at the EGM, he/she/it must appoint the chairman of the EGM as his/her/its proxy to attend, speak and vote on his/her/its behalf at the EGM. In appointing the chairman of the EGM as proxy, Shareholders may give specific instructions as to voting in the form of proxy, failing which the chairman of the EGM, as proxy may cast the vote at his/her discretion. If a person who is not the chairman of the EGM is appointed as proxy, that person will not be permitted entry to the EGM and will not be able to exercise the vote. In any event, Shareholders will not be deprived of their rights of voting on the resolution(s) to be proposed at the EGM (or any adjournment thereof).

  3. Any voting at the above meeting shall be taken by poll.

  4. In the case of joint holders, the vote of the senior who tenders a vote by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority shall be determined as that one of the said persons whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

  5. In order to be valid, the form of proxy must be deposited at the Company’s branch share registrar in Hong Kong, Link Market Services (Hong Kong) Pty Limited, at Suite 1601, 16/F., Central Tower, 28 Queen’s Road Central, Hong Kong, together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy thereof) not less than 48 hours before the time appointed for the holding of the above meeting or any adjournment thereof.

  6. The transfer books and register of members will be closed from Friday, 25 March 2022 to Thursday, 31 March 2022, both days inclusive to determine the entitlement of the shareholders to attend the above meeting, during which period no share transfers can be registered. All transfers accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar in Hong Kong, Link Market Services (Hong Kong) Pty Limited, at Suite 1601, 16/F., Central Tower, 28 Queen’s Road Central, Hong Kong, not later than 4:30 p.m. on Thursday, 24 March 2022.

  7. Shareholders will be able to view and listen to the EGM through a live webcast of the EGM which can be accessed on computers, tablets or any browser enabled devices. Shareholders will be able to access the live webcast at the start of the EGM until its conclusion. For Shareholders who would like to view and listen to the live webcast of the EGM, they will need to register with the Company’s branch share registrar in Hong Kong, Link Market Services (Hong Kong) Pty Limited (“ Share Registrar ”), by sending an email to [email protected] or by contacting the Share Registrar via telephone hotline at (852) 3707 2600 during business hours (9:00 a.m. to 5:00 p.m., Monday to Friday, excluding Hong Kong public holidays) and provide their personal particulars, including full name, registered address, number of Shares held, Hong Kong Identity Card Number or passport number (in case of natural person)/company registration number (in case of body corporate), contact telephone number and e-mail address no later than 10:00 a.m. on 29 March 2022 (being not less than forty-eight (48) hours before the time appointed for holding the EGM) to enable the Company to verify the Shareholders’ status. Authenticated Shareholders will receive an email confirmation on 29 March 2022 which contains a link to join the live webcast of the EGM. Shareholders MUST NOT forward the link to other persons who are not Shareholders and who are not entitled to attend the EGM.

  8. Shareholders may submit any questions they may have in advance in relation to any resolutions set out in the notice of EGM by 10:00 a.m. on 29 March 2022 (being not less than forty-eight (48) hours before the time appointed for holding the EGM) via email to the Share Registrar at [email protected] or via telephone hotline at (852) 3707 2600 during business

– 2 –

hours (9:00 a.m. to 5:00 p.m., Monday to Friday, excluding Hong Kong public holidays), providing their personal particulars including full name, registered address, number of Shares held, Hong Kong Identity Card Number or passport number (in case of natural person)/company registration number (in case of body corporate), contact telephone number and e-mail address for verification purposes. Questions relevant to the business of the EGM will be addressed by the Board during the EGM.

  1. As of the date of this notice, the Board comprises executive Directors Mr. Lo Chun Kit Andrew and Mr. Lo Chun Wa; non-executive Directors Ms. Lam Ching Man and Mr. Lui Hin Weng Samuel; and independent non-executive Directors Dr. Wu Wing Kuen, B.B.S. , Mr. Tso Ping Cheong Brian and Mr. Wong Ping Yiu.

– 3 –