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Flat Glass Group Co., Ltd. Proxy Solicitation & Information Statement 2017

Oct 3, 2017

51063_rns_2017-10-03_f83aabbe-0fcc-4e30-b1c7-89ba0dbb411a.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 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.

福萊特玻璃集團股份有限公司 Flat Glass Group Co., Ltd.

(a joint stock company incorporated in the People’s Republic of China with limited liability) (Stock code: 6865)

NOTICE OF THE 2017 FIRST DOMESTIC SHAREHOLDERS’ CLASS MEETING

NOTICE IS HEREBY GIVEN that the 2017 First Domestic Shareholders’ Class Meeting of Flat Glass Group Co., Ltd. (the “ Company ”) will be held at Conference Room, 5th Floor, Flat Glass Group Co., Ltd., 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC, on Monday, 20 November 2017 immediately after the conclusion of the 2017 Second EGM of the Company held at the same date or any adjournment thereof for the purpose of considering, and if thought fit, passing the following resolutions. Unless otherwise defined, capitalised terms used in this notice shall have the meanings as those defined in the circular of the Company dated 4 October 2017 (the “ Circular ”):

SPECIAL RESOLUTIONS

  1. To consider and approve the proposal to extend the validity period of the resolution of the Proposed A Share Offering as detailed in the “Letter from the Board – IV. Extension of the Validity Period for the Plan for the Company’s Offering and Listing of A Shares” in the Circular.

  2. To consider and approve the proposal to extend the validity period of the authorisation to the Board to handle matters in relation to the Proposed A Share Offering detailed in the “Letter from the Board – V. Extension of Proposal on Granting Authorisation to the Board to Handle Matters in relation to the Initial Public Offering and Listing of A Shares” in the Circular.

By order of the Board of Flat Glass Group Co., Ltd. Ruan Hongliang Chairman

Jiaxing, Zhejiang Province, the PRC 4 October 2017

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As at the date hereof, the executive directors of the Company are Mr. Ruan Hongliang, Ms. Jiang Jinhua, Mr. Wei Yezhong and Mr. Shen Qifu; independent non-executive directors of the Company are Mr. Cui Xiaozhong, Mr. Li Shilong and Mr. Ng Ki Hung.

Notes:

  1. In order to ascertain Domestic Shareholders’ entitlement to attend and vote at the 2017 First Domestic Shareholders’ Class Meeting, the register of members of the Company will be closed from 21 October 2017 (Saturday) to 20 November 2017 (Monday) (both days inclusive), during which period no transfer of shares will be registered. In order to qualify for attending and voting at the forthcoming 2017 First Domestic Shareholders’ Class Meeting, all transfer documents must be lodged with the Company’s registered office in the PRC at 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC, for registration before 4:30 p.m. on 20 October 2017 (Friday). Domestic Shareholders whose names appear on the register of members of the Company on 20 November 2017 (Monday) are entitled to attend and vote at the 2017 First Domestic Shareholders’ Class Meeting.

  2. Domestic Shareholders who are entitled to attend and vote at the 2017 First Domestic Shareholders’ Class Meeting may appoint one or more proxies to attend and vote on their behalf. A proxy need not be a shareholder of the Company.

  3. The instrument appointing a proxy must be in writing under the hand of a Domestic Shareholder or his attorney duly authorised in writing. If the Domestic Shareholder is a legal person, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorised to sign the same.

  4. In order to be valid, the proxy form for the 2017 First Domestic Shareholders’ Class Meeting must be deposited by hand or by post to the registered office in the PRC of the Company not less than 24 hours before the time for holding the 2017 First Domestic Shareholders’ Class Meeting (or any adjournment thereof) for taking the poll. If the proxy form is signed by a person under a power of attorney or other authority, a notarial copy of that power of attorney or authority shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude Domestic Shareholders from attending and voting in person at the 2017 First Domestic Shareholders’ Class Meeting or any adjourned meetings should they so wish.

  5. Domestic Shareholders or their proxies shall provide their identification documents when attending the 2017 First Domestic Shareholders’ Class Meeting. If corporate Domestic Shareholders appoint authorised representative to attend the 2017 First Domestic Shareholders’ Class Meeting, the authorised representative shall produce his/her identity documents and a notarially certified copy of the relevant authorization instrument signed by the board of directors or other authorised parties of the corporate Domestic Shareholders or other notarially certified documents allowed by the Company. Proxies shall produce their identity documents and the proxy form signed by the Domestic Shareholders or their attorney when attending the 2017 First Domestic Shareholders’ Class Meeting.

  6. Domestic Shareholders who intend to attend the 2017 First Domestic Shareholders’ Class Meeting should complete the reply slip and return it by hand or by post to the registered office in the PRC of the Company on or before 30 October 2017 (Monday).

  7. Domestic Shareholders attending the 2017 First Domestic Shareholders’ Class Meeting shall be responsible for their own travel and accommodation expenses.

  8. The address of the registered office in the PRC of the Company is 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC.

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