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Furniweb Holdings Limited Proxy Solicitation & Information Statement 2019

May 29, 2019

51464_rns_2019-05-29_8ca2e825-f571-4310-bc0f-7c9eedcc301a.pdf

Proxy Solicitation & Information Statement

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FURNIWEB HOLDINGS LIMITED 飛霓控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8480)

PROXY FORM

Proxy form for use by shareholders at the extraordinary general meeting to be held at Arcadia II, Level 3, Hotel Armada Petaling Jaya, Lorong Utara C, Section 52, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Wednesday, 19 June 2019 at 10:30 a.m. (or at any adjournment thereof)

I/We[(note][1)]

of

being the registered holder(s) of[(note][2)]

shares (the ‘‘Shares’’) of HK$0.10

each in the capital of FURNIWEB HOLDINGS LIMITED (the ‘‘Company’’), HEREBY APPOINT[(note][3)]

of

or failing him, the Chairman of the extraordinary general meeting of the Company (the ‘‘Meeting’’), as my/our proxy to attend on my/our behalf at the Meeting to be held at Arcadia II, Level 3, Hotel Armada Petaling Jaya, Lorong Utara C, Section 52, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia on Wednesday, 19 June 2019 at 10:30 a.m. (or at any adjournment thereof) for the purpose of considering and, if thought fit, passing the resolution as set out in the notice convening the Meeting and at the Meeting (or at any adjournment thereof) to vote for me/us on my/our behalf in respect of the resolution as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.

  • ORDINARY RESOLUTION * FOR[(note][4)] AGAINST[(note][4)]

    1. (a) datedTo approve,12 Marchconfirm2019and(theratify‘‘SaletheandconditionalPurchasesaleAgreementand purchase’’) enteredagreementinto among(the ‘‘Vendorthe Company’’) and asJimpurchaser,Ka Man asTriumphguarantorStarinGlobalrelationLimitedto theassalevendorand purchaseLimited (theof the‘‘Acquisitionentire issued’’)shareand capitalall theof transactionsMeinaide HoldingscontemplatedGroup thereunder;
  • (b) the‘‘Considerationallotment andSharesissue’’) ofofHK$0.1056,000,000each newin theordinaryshare capitalsharesof (thethe Company to the Vendor or its nominee for full settlement of the consideration payable by the Company to the Vendor for the Acquisition pursuant to the terms and conditions of the Sale and Purchase Agreement be and is hereby approved; and

  • (c) to authorize any one or more director(s) of the Company to do, for and on behalf of the Company, all such acts and things and execute all such documents (and to affix the common seal of the Company thereon, if necessary) which he/she/they consider necessary, desirable or expedient to implement or give effect to the Sale and Purchase Agreement and the transactions contemplated thereunder (including but not limited to the allotment and issue of the Consideration Shares).

  • The full text of the resolution is set out in the notice of the Meeting.

Date this day of 2019. Signature[(note][5)] :

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.

  2. Please insert the number of Shares registered in your name(s). If no number is inserted, this proxy form will be deemed to relate to all the Shares registered in your name(s).

  3. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

  4. VOTEIMPORTANT:AGAINSTIFANYYOURESOLUTION,WISH TO VOTEPUTFORA (‘‘ANY✓’’) INRESOLUTION,THE BOX MARKEDPUT A ‘‘TICKAGAINST(‘‘✓’’’’). INFailureTHEtoBOXdo soMARKEDwill entitle ‘‘yourFORproxy’’. IF toYOUcast WISHhis voteTOat his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.

  5. This proxy form must be signed by you or your attorney duly authorized in writing or in the case of a corporation must be either under its common seal or under the hand of an officer or attorney duly authorized in that behalf.

  6. In the case of joint registered holders of any Share, any one of such joint holders may vote at the Meeting (or any adjournment thereof), either personally or by proxy, in respect of such Share as if he was solely entitled thereto; but if more than one of such joint holders are present at the Meeting (or any adjournment thereof) personally or by proxy, that one of the said joint holders so presents whose name stands first on the register in respect of such Share shall alone be entitled to vote in respect thereof.

  7. thereof,Centre,In order183mustto beQueenbevalid,deposited’s Roadthis proxyatEast,theform,HongCompanytogetherKong’s branchnotwithlesssharethethanpowerregistrar48 hoursof attorneyandbeforetransfertheor othertimeofficefixedauthorityin Hongfor holding(ifKong,any)TricortheunderMeetingInvestorwhichoritServicesatis anysignedadjournmentLimited,or a notariallyat Levelthereofcertified22,(asHopewellthe copycase may be).

  8. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.

  9. Completion and delivery of the proxy form will not preclude you from attending and voting in person at the Meeting if you so wish, but the authority of your proxy will be invalid forthwith.

PERSONAL INFORMATION COLLECTION STATEMENT

Yourand yoursupplyvotingof yourinstructionsand yourforproxythe ’Meetings (or proxiesof the’) name(s)Companyand(theaddress(es)‘‘Purposesis’’on). Wea voluntarymay transferbasisyourfor theandappointmentyour proxy’sof(ora proxyproxies(or’) proxies)name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use inPurposesconnectionand needwith tothereceivePurposesthe andinformation.to such partiesYour andwhoyourareproxyauthorized’s (or proxiesby law’)toname(s)requestandthe address(es)informationwillor arebe retainedotherwiseforrelevantsuch periodfor theas may be necessary to fulfil the Purposes. Request for access to and/ or correction of the relevant personal data can be made in accordance with theLimitedprovisionsat the aboveof theaddress.Personal’’ Data (Privacy) Ordinance and any such request should be in writing by mail to the Tricor Investor Services