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Fuyao Glass Industry Group Co., Ltd. — Proxy Solicitation & Information Statement 2021
Jan 11, 2021
50843_rns_2021-01-11_b9f0ffac-83ea-43c6-b1e0-fb250160fca4.pdf
Proxy Solicitation & Information Statement
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(A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 3606)
Proxy Form for Use at the 2021 Second Extraordinary General Meeting
Number of Shares to which this Proxy Form relates[(Note 1)] Type of Shares (A Shares or H Shares) to which this Proxy Form relates[(Note 2)] of
I/We[(Note 3)] of , being the Shareholder(s) of Fuyao Glass Industry Group Co., Ltd. (the “ Company ”), hereby appoint the chairman of the meeting or[(Note 4)] of
as my/our proxy(ies) to attend and vote for me/us and on my/our behalf at the 2021 second extraordinary general meeting of the Company (the “ EGM ”) to be held in the Company’s conference room located at Fuyao Industrial Zone, Rongqiao Economic & Technological Development Zone, Fuqing City, Fujian Province, the PRC, at 2:00 p.m. on Friday, February 26, 2021 or at any adjournment thereof, as hereunder indicated in respect of the resolutions set out in the notice of the EGM and, if no such indication is given, as my/our proxy(ies) thinks fit.
| Special Resolutions | Special Resolutions | For(Note 5) | For(Note 5) | For(Note 5) | Against(Note 5) | Against(Note 5) | Against(Note 5) | Against(Note 5) | Abstain | (Note 5) | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. | Resolution onfollowin sub | the Plan for the Issuance of H Shares by the Company (The-resolutions must be aroved individuall) | |||||||||||
| g | pp y | ||||||||||||
| 1.1 | Class and par | value of the Shares to be issued | |||||||||||
| 1.2 | Method and ti | me of issuance | |||||||||||
| 1.3 | Target subscr | ibers and subscription method | |||||||||||
| 1.4 | Issue price and pricing method | ||||||||||||
| 1.5 | Number of Shares to be issued | ||||||||||||
| 1.6 | Distribution plan for the accumulated profits before the Issuanc | e | |||||||||||
| 1.7 | Place of listin | g of Shares under the Issuance | |||||||||||
| 1.8 | Use of Procee | ds | |||||||||||
| 1.9 | Validity perio | ||||||||||||
| d of the resolution in relation to the Issuance | |||||||||||||
| 2 | Resolution oCompany anMatters, at th | n the Grant of Mandate to the Board of Directors of thed its Authorized Persons by the General Meeting to Handleeir Full Discretion regarding the Issuance of H Shares | |||||||||||
| , | |||||||||||||
| 3 | Resolution oCompany | n the Amendments to the Articles of Association of the | |||||||||||
| Ordinary Resolutions | |||||||||||||
| (Note 5) | (Note 5) | ||||||||||||
| For | Against | ||||||||||||
| 4 | Resolution on the Amendments to the Rules of Procedure for GeneralMeetings | ||||||||||||
| 5 | Resolution on the Amendments to the Rules of Procedure for the Board ofDirectors |
Date:
2021 Signature(s)[(Note 6)] :
- Attention: You should first read the notice of the EGM dated January 12, 2021 and the Company’s announcements entitled “Proposed Issuance of Additional H Shares under Specific Mandate” and “Proposed Amendments to the Articles of Association”, both dated January 9, 2021, before appointing a proxy.
Notes:
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Please insert the number of Shares registered in your name(s) and to which this proxy form relates. If no such number is inserted, this proxy form shall be deemed to be related to all the Shares of the Company registered in your name(s).
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Please insert the type of Shares (A Shares or H Shares) to which this proxy form relates.
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Please insert the full name(s) (in Chinese or English) and registered address(es) (as shown in the register of members) in block letters .
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If any proxy other than the chairman of the meeting is preferred, strike out “the chairman of the meeting or” and insert the name and address of the proxy desired in the space provided. You may appoint one or more proxies to attend the EGM and to vote in his/her/their stead. A proxy needs not be a Shareholder of the Company. If any Shareholder appoints more than one proxy, the proxy(ies) can only vote by poll. Any alteration made to this proxy form must be duly initialed by the person who signs it.
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Please note that if you would like to vote for any resolution, please put “✔” in the “For” column. If you would like to vote against any resolution, please put “✔ in the “Against” column. If you would like to abstain from any resolution, please put “✔” in the “Abstain” column. Your votes will be counted in the calculation of the voting results on relevant resolutions. If no direction is given, your proxy(ies) may vote at his/her/their discretion. Your proxy(ies) will also be entitled to vote at his/her/their discretion on any resolution properly put to the EGM other than those referred to in the notice convening the EGM. The Shares abstained will be counted in the denominator of the voting results but not in the numerator when calculating the required majority.
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This proxy form must be duly signed by you or your attorney duly authorized in writing. If the principal is a legal person, this proxy form shall be under seal or under the hand of its legal representative or directors or an attorney duly authorized to sign the same. If this proxy form is signed by an attorney authorized by the principal, the power of attorney authorizing that attorney to sign or other documents of authorization under which it is signed must be notarized.
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If any Share is held by joint holders, any such person may vote in person or by proxy at the EGM or at any adjournment thereof, in respect of such Shares as if he/she was solely entitled thereto; when two or more joint holders attend the EGM in person or by proxy(ies), only the person whose name appears first in the register of members in respect of such Shares shall alone be entitled to vote in respect thereof.
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In order to be valid, for A Shareholders, this proxy form together with the notarized power of attorney or other authorization documents must be delivered to the Office of the Secretary to the Board of Directors at the Company’s registered office and principal place of business in the PRC at Fuyao Industrial Zone, Rongqiao Economic & Technological Development Zone, Fuqing City, Fujian Province, the People’s Republic of China (Postal code: 350301) not less than 24 hours before the time of the EGM (i.e. before 2:00 p.m. on Thursday, February 25, 2021) or any adjourned meeting thereof. If you are a holder of H Shares, the above documents must be delivered to the Company’s H Share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong within the same period, in order to be valid.
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Completion and delivery of this proxy form will not preclude you from attending and voting at the EGM in person if you so wish.
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Shareholders’ proxies attending the EGM shall produce their identity documents.
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References to dates and time in this proxy form are to Hong Kong dates and time.