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FIT Hon Teng Limited Proxy Solicitation & Information Statement 2017

Nov 28, 2017

50965_rns_2017-11-28_9add35c5-a512-41e0-99a5-0cbf2a3a3ee9.pdf

Proxy Solicitation & Information Statement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

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FIT Hon Teng Limited 鴻騰六零八八精密科技股份有限公司

(Incorporated in the Cayman Islands with limited liability under the name Foxconn Interconnect Technology Limited and carrying on business in Hong Kong as FIT Hon Teng Limited)

(Stock Code: 6088)

ANNOUNCEMENT PROPOSED SHARE OPTION SCHEME THE ADJOURNED EGM CLOSURE OF REGISTER OF MEMBERS

References are made to (i) the circular of the Company (the “ Circular ”) dated October 12, 2017 in relation to the proposed Share Option Scheme and (ii) the announcement of the Company (the “ Announcement ”) dated October 27, 2017 in relation to, among others, the adjournment of the extraordinary general meeting for the purpose of considering, and if thought fit, passing an ordinary resolution in relation to the Share Option Scheme. Unless otherwise defined, capitalized terms used in this announcement have the same meanings as those defined in the Circular.

On November 28, 2017, the Board has resolved to propose to (i) reduce the number of Shares issuable pursuant to the Share Option Scheme from 673,385,488 Shares (representing approximately 10% of the issued share capital of the Company at the Adoption Date, assuming that there is no change in the number of issued Shares between the period from the date of this announcement and the Adoption Date) to 130,000,000 Shares (representing approximately 1.9% of the issued share capital of the Company at the Adoption Date, assuming that there is no change in the number of issued Shares between the period from the date of this announcement and the Adoption Date) and (ii) shorten the period of the Share Option Scheme from 10 years from the Adoption Date to from the Adoption Date up to (and including) December 31, 2018.

A revised Circular containing, among others, changes to the terms of the Share Option Scheme (with the changes underlined therein for easy reference) will be despatched to Shareholders on or around December 4, 2017.

The Directors are of the view that the proposed amendments as set out in this announcement and the revised Circular are in the interest of the Company and the Shareholders as a whole so as to limit the potential dilutive effect to the existing Shareholders arising from the issue of the Shares pursuant to the Share Option Scheme.

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The Adjourned EGM

A notice (the “ Adjourned EGM Notice ”) convening the adjourned EGM to be held at 66-1, Chungshan Road, Tucheng District, New Taipei City 23680, Taiwan on Tuesday, December 19, 2017 at 10:30 a.m. (the “ Adjourned EGM ”) will be despatched on or around December 4, 2017. At the Adjourned EGM, an ordinary resolution will be proposed for the Shareholders to consider and, if thought fit, to approve the Share Option Scheme (with the proposed amendments).

Pursuant to Rules 13.39(4) and 13.39(5) of the Listing Rules, all resolutions proposed at the Adjourned EGM will be determined by way of poll and an announcement will be made by the Company on the poll results of the Adjourned EGM.

To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, no Shareholder is required to abstain from voting on the resolution to be proposed at the Adjourned EGM in relation to the adoption of the Share Option Scheme (with the proposed amendments).

A form of proxy (the “ Proxy Form ”) for use in connection with the Adjourned EGM will be despatched together with the Adjourned EGM Notice. Whether or not a Shareholder is able to attend the Adjourned EGM, he/she/it is requested to complete the Proxy Form in accordance with the instructions printed thereon and return the same to the Company’s Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong as soon as possible and in any event not less than 48 hours before the time of the Adjourned EGM (i.e. before 10:30 a.m. on Sunday, December 17, 2017) or any adjournment thereof. Completion and return of the Proxy Form will not preclude the Shareholder from attending and voting in person at the Adjourned EGM should he/she/it so wish.

Closure of Register of Members

For the purpose of ascertaining the Shareholders’ entitlement to attend and vote at the Adjourned EGM, the register of members of the Company will be closed from Thursday, December 14, 2017 to Tuesday, December 19, 2017 (both days inclusive), during which period no transfer of shares will be registered. In order to qualify for attending and voting at the Adjourned EGM, all transfers accompanied by the relevant share certificates must be lodged with the Company’s Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712–1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration no later than 4:30 p.m. on Wednesday, December 13, 2017.

By order of the Board FIT Hon Teng Limited* LU Sung-Ching Chairman of the Board

Hong Kong, November 28, 2017

As at the date of this announcement, the Board of the Company comprises Mr. LU Sung-Ching, Mr. LU Pochin Christopher and Mr. GILLESPIE William Ralph as executive Directors, Dr. CHEN Ga-Lane as non-executive Director, and Mr. CURWEN Peter D, Mr. TANG Kwai Chang and Mr. CHAN Wing Yuen Hubert as independent non-executive Directors.

  • Incorporated in the Cayman Islands with limited liability under the name Foxconn Interconnect Technology Limited and carrying on business in Hong Kong as FIT Hon Teng Limited

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