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Fosun International Limited — Proxy Solicitation & Information Statement 2018
Nov 9, 2018
49369_rns_2018-11-09_0f18e039-239d-4f11-a54e-05c65b67b9d7.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.
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NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of Fosun International Limited (the “ Company ”) will be held at 10 a.m. on Tuesday, 27 November 2018 at Beaufort Terrace, 4/F, Hefeng House, 10 Wenchang Road, Shanghai, PRC for the following purpose:
- To consider and, if thought fit, pass with or without amendments, the following resolution as an ordinary resolution:
“ THAT
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(a) the tranche I share option incentive scheme (the “ Yuyuan Tranche I Share Option Incentive Scheme ”, a copy of which has been produced to the EGM marked “A” and initialed by the chairman of the EGM for the purpose of identification) of Shanghai Yuyuan Tourist Mart Co., Ltd.* (上海豫園旅遊商城股份有限公司) (“ Yuyuan ”) be and is hereby approved and adopted;
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(b) the board of directors of Yuyuan be and is hereby authorized to execute all such documents and take all steps as it considers to be necessary, expedient and appropriate to give effect to the Yuyuan Tranche I Share Option Incentive Scheme, including but not limited to:
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i. to administer the Yuyuan Tranche I Share Option Incentive Scheme under which options will be granted to eligible participants for subscription for shares of Yuyuan, including but not limited to, to grant options to the participants and to handle all matters necessary, expedient or incidental to the grant of options under the Yuyuan Tranche I Share Option Incentive Scheme;
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ii. to allot, issue and deal with any shares of Yuyuan pursuant to the exercise of any options which may be granted from time to time in accordance with the terms of the Yuyuan Tranche I Share Option Incentive Scheme; and
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- iii. to modify and/or amend the Yuyuan Tranche I Share Option Incentive Scheme from time to time provided that such modification and/or amendment is effected in accordance with the provisions of the Yuyuan Tranche I Share Option Incentive Scheme and the requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited;
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(c) any director of the Company be and is hereby authorized to execute all such documents and take all such steps as he/she may consider to be necessary, expedient and appropriate to give effect to the adoption of the Yuyuan Tranche I Share Option Incentive Scheme.”
By order of the Board Fosun International Limited Guo Guangchang Chairman
9 November 2018
Notes:
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Any member of the Company entitled to attend and vote at the above meeting is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not to be a member of the Company. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.
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To be effective, a form of proxy together with the power of attorney or other authority (if any), under which it is signed or a notarially certified copy of that power or authority, must be deposited at the share registrar of the Company, Computershare Hong Kong Investor Services Limited (the “ Share Registrar ”) at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the meeting or any adjournment thereof. Delivery of the form of proxy shall not preclude a member of the Company from attending and voting in person at the meeting and, in such event, the instrument appointing a proxy shall be deemed to be revoked.
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The register of members of the Company will be closed from Thursday, 22 November 2018 to Tuesday, 27 November 2018, both days inclusive, during which period no transfer of shares will be effected. In order to be eligible to attend and vote at the EGM, all share transfer documents accompanied by the relevant share certificates and other relevant documents, if any, must be lodged with the Share Registrar, 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, 21 November 2018.
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For details in relation to the ordinary resolution set out in the above notice, please refer to the circular regarding the proposed adoption of the Yuyuan Tranche I Share Option Incentive Scheme despatched together with this notice.
As at the date of this notice, the executive directors of the Company are Mr. Guo Guangchang, Mr. Wang Qunbin, Mr. Chen Qiyu, Mr. Xu Xiaoliang, Mr. Qin Xuetang, Mr. Wang Can and Mr. Gong Ping; and the independent non-executive directors are Mr. Zhang Shengman, Mr. Zhang Huaqiao, Mr. David T. Zhang, Mr. Yang Chao and Dr. Lee Kai-Fu.
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For identification purpose only.
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