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Galaxy Entertainment Group Limited — Proxy Solicitation & Information Statement 2025
Sep 26, 2025
48883_rns_2025-09-26_9d85e430-1ed3-4253-8ba5-34eacf123b4d.pdf
Proxy Solicitation & Information Statement
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新世界發展有限公司
New World Development Company Limited
(incorporated in Hong Kong with limited liability)
(Stock Code: 0017)
Proxy Form for use at the Annual General Meeting
(or at any adjournment thereof)
I/We (note 1)
of
being the registered holder(s) of (note 2)
shares of New World Development Company Limited (新世界發展有限公司) (the "Company"), HEREBY APPOINT the Chairman of the meeting or (note 3)
of
as my/our proxy to act for me/us at the Annual General Meeting (or at any adjournment thereof) of the Company to be held as a hybrid meeting at the principal meeting place of Meeting Room N201 (Expo Drive Entrance), Level 2, Hong Kong Convention and Exhibition Centre, 1 Expo Drive, Wanchai, Hong Kong on Thursday, 20 November 2025, at 11:45 a.m. for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the said meeting and at such meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the said resolutions as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.
| ORDINARY RESOLUTIONS | FOR (note 4) | AGAINST (note 4) | |
|---|---|---|---|
| 1. | To consider and adopt the audited Financial Statements and the Reports of the Directors and the Independent Auditor for the year ended 30 June 2025. | ||
| 2. | (a) To re-elect Dr. Cheng Kar-Shun, Henry as Director. | ||
| (b) To re-elect Mr. Cheng Chi-Ming, Brian as Director. | |||
| (c) To re-elect Mr. Lee Luen-Wai, John as Director. | |||
| (d) To re-elect Mrs. Law Fan Chiu-Fun, Fanny as Director. | |||
| (e) To re-elect Ms. Lo Wing-Sze, Anthea as Director. | |||
| (f) To re-elect Ms. Wong Yeung-Fong, Fonia as Director. | |||
| (g) To re-elect Mr. Ho Gilbert Chi-Hang as Director. | |||
| (h) To re-elect Mr. Lau Fu-Keung as Director. | |||
| (i) To authorise the Board of Directors to fix the remuneration of Directors. | |||
| 3. | To re-appoint Messrs. PricewaterhouseCoopers as Auditor and authorise the Board of Directors to fix their remuneration. | ||
| 4. | Ordinary Resolution in Item No. 4 of the Notice of Annual General Meeting (To approve a general mandate to the Directors to buy back shares not exceeding 10% of the existing issued shares (excluding treasury shares, if any)). | ||
| 5. | Ordinary Resolution in Item No. 5 of the Notice of Annual General Meeting (To approve a general mandate to the Directors to issue shares not exceeding 10% of the existing issued shares (excluding treasury shares, if any)). | ||
| 6. | Ordinary Resolution in Item No. 6 of the Notice of Annual General Meeting (To grant a mandate to the Directors to grant options under the share option scheme of the Company). |
Dated: ___ 2025
Shareholder's Signature (note 5): _______
Notes:
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Full name(s) and address(es) to be inserted in BLOCK LETTERS.
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Please insert the number of shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).
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If any proxy other than the Chairman of the meeting is preferred, strike out the words "the Chairman of the meeting or" and insert the name and address of proxy desired in the space provided. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
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IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK (✓) IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK (✓) IN THE BOX MARKED "AGAINST". Failure to complete the boxes will entitle your proxy to cast his vote at 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.
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This proxy form must be signed by you or your attorney duly authorised 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 authorised.
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In order to be valid, this proxy form, 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 Company's share registrar, Tricor Investor Services Limited (the "Share Registrar") at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time appointed for holding the meeting (i.e. not later than Tuesday, 18 November 2025 at 11:45 a.m.) or any adjournment thereof (as the case may be).
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In the case of appointment of proxies submitted in electronic form, the proxy forms must be electronically submitted via the Vistra eVoting Portal not less than 48 hours before the time appointed for the holding of the meeting (i.e. not later than Tuesday, 18 November 2025 at 11:45 a.m.) or any adjournment thereof (as the case may be) by scanning the QR code provided on the notification letter sent to you by the Company on 29 September 2025 (the "Notification Letter") or visiting the designated URL (https://evoting.vistra.com/#/17). Please use the username and password provided on the Notification Letter.
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If your proxy (except when the Chairman of the meeting is appointed as proxy) wishes to attend the meeting and vote online, you must provide a valid email address of your proxy to the Share Registrar. If no email address is provided, your proxy cannot attend the meeting and vote online. The email address so provided will be used by the Share Registrar for providing the login details for attending and voting at the meeting via the Vistra eVoting Portal. If your proxy has not received the login details by email by 11:45 a.m. on Wednesday, 19 November 2025, you should contact the Share Registrar, hotline at (852) 2980 1333 for the necessary arrangements. Shareholders can refer to the notice of the meeting and the Online Meeting User Guide (by scanning the QR code as printed on the Notification Letter) in relation to attending the meeting by electronic means.
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For corporate shareholders who wish to (1) appoint a proxy electronically to attend and vote at the meeting on their behalf or (2) appoint a corporate representative to attend the meeting and to vote online, please contact the Share Registrar, hotline at (852) 2980 1333 by 5:00 p.m. on Monday, 17 November 2025 for the necessary arrangements (including the activation of password provided on the Notification Letter).
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For the beneficial owners whose Shares are held through banks, brokers, custodians or HKSCC Nominees Limited would like to attend the Annual General Meeting in person physically or online, they should consult directly with their banks, brokers, custodians or HKSCC Nominees Limited (as the case may be) for the necessary arrangements. You will be asked to provide your email address which will be used by the Share Registrar for providing the login details for attending the Annual General Meeting online via the Vistra eVoting Portal.
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Any member of the Company entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and, on a poll, vote instead of him. The proxy need not be a member of the Company but must attend the meeting in person physically at the meeting or via the Vistra eVoting Portal to represent you.
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Where there are joint registered holders of any share, any one of such persons may vote at the meeting, either personally or by proxy (whether physically or via the Vistra eVoting Portal), in respect of such share as if he were solely entitled thereto; but if more than one of the joint holders be present at the meeting personally or by proxy (whether physically or via the Vistra eVoting Portal), that one of the said persons so present whose name stands first on the register of members in respect of the relevant share will alone be entitled to vote in respect thereof.
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The completion and delivery of the form of proxy shall not preclude the shareholders from attending and voting in person physically or via online at the meeting or any adjourned meeting thereof (as the case may be) if they so wish.
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Your proxy's authority and instruction will be revoked if you attend and vote in person physically at the meeting or via the Vistra eVoting Portal.
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The shareholders and the beneficial owners whose shares are held through banks, brokers, custodians or HKSCC Nominees Limited can consider joining the meeting through the Vistra eVoting Portal and vote online or can consider appointing the Chairman of the meeting as their proxies to vote on the resolutions, instead of attending the meeting in person physically.
PERSONAL INFORMATION COLLECTION STATEMENT
(i) "Personal Data" in this statement has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO").
(ii) Your provision of Personal Data to the Company is on a voluntary basis, which will be used for processing whether by the Company or any appointed data processors such as the Share Registrar (the "Data Processors") your instructions and/or requests as stated in this form and other ancillary purposes incidental or related thereto (collectively, the "Purposes"). Failure to provide sufficient information may result in the Company and/or the Data Processors not being able to carry out any of the Purposes.
(iii) Your Personal Data may be disclosed, transferred or shared by the Company to the Share Registrar, their respective subsidiaries, affiliated or related companies, agents, contractors, service providers and/or other companies or bodies for carrying out or as necessary for any of the Purposes, or when it is a requirement to do so by law (for example, in response to a court order or a law enforcement agency's request). The Personal Data will be retained by all the aforesaid entities for such period as may be necessary for such purposes and for verification and record purposes.
(iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing addressed to the Personal Data Privacy Officer of the Share Registrar at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong.