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Fosun International Limited — Proxy Solicitation & Information Statement 2018
Feb 1, 2018
49369_rns_2018-02-01_a102a046-43e9-4b1b-95a4-b0bdb5e3abd5.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 the extraordinary general meeting (“ EGM ”) of Fosun International Limited (the “ Compan y”) will be held at 10:00 am on Friday, 23 February 2018 at Beaufort Terrace, 4/F, Hefeng House, 10 Wenchang Road, Shanghai, PRC for the following purpose:
To consider as special business and, if thought fit, pass with or without amendments, the following resolutions as ordinary resolutions:
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“ THAT the adoption of the proposed share option scheme of Fosun Tourism and Culture Group (Cayman) Company Limited (“ Fosun Tourism ”) (a copy of which has been produced to this EGM marked ‘A’ and initialled by the chairman of the EGM for the purpose of identification, the “ Share Option Scheme ”) be and are hereby approved and the directors of the Company and Fosun Tourism be and are hereby authorized to execute such documents and take such action as they deem appropriate to implement and give effect to the Share Option Scheme.”
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“ THAT subject to and conditional upon the passing of resolution 1 above, the proposed grant of options to subscribe for 20,000,000 shares in Fosun Tourism to Mr. Qian Jiannong under the Share Option Scheme be and is hereby approved.”
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“ THAT the directors of Fosun Tourism be and are hereby authorized to allot and issue shares of Fosun Tourism to be issued upon exercise of share options to be granted under the Share Option Scheme, as well as to take all steps as considered necessary, expedient and appropriate to the said allotment and issuance.”
By Order of the Board Fosun International Limited Guo Guangchang Chairman
1 February 2018
Notes:
1. 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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2. 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.
3. The register of members of the Company will be closed from Tuesday, 20 February 2018 to Friday, 23 February 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 Thursday, 15 February 2018.
4. For details in relation to the ordinary resolutions set out in the above notice, please refer to the circular regarding the proposed adoption of Share Option Scheme and proposed grant of share options by Fosun Tourism 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, Ms. Kang Lan 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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