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Global Corn Group Limited Proxy Solicitation & Information Statement 2019

Feb 4, 2019

50915_rns_2019-02-04_2f5b6682-ef74-4bf8-91b6-d1a5ca6018cb.pdf

Proxy Solicitation & Information Statement

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GLOBAL SWEETENERS HOLDINGS LIMITED 大成糖業控股有限公司[*]

(incorporated in the Cayman Islands with limited liability)

(Stock code: 03889)

PROXY FORM

Form of proxy for use by shareholders at the extraordinary general meeting to be convened at Jade Room, 6th floor, The Marco Polo Hongkong Hotel, Harbour City, No. 3 Canton Road, Tsimshatsui, Kowloon, Hong Kong on Thursday, 28 February 2019 at 10:30 a.m. (or any adjournment thereof)

I/We (note a)

of

being the registered holder(s) of (note b) shares of HK$0.10 each in the capital of Global Sweeteners Holdings Limited (“ Company ”, together with its subsidiaries, the “ Group ”) hereby appoint the chairman of the extraordinary general meeting (“ Meeting ”) or

of

to act as my/our proxy (note c) at the meeting of the Company to be held at Jade Room, 6th floor, The Marco Polo Hongkong Hotel, Harbour City, No. 3 Canton Road, Tsimshatsui, Kowloon, Hong Kong on Thursday, 28 February 2019 at 10:30 a.m. or at any adjournment thereof and to vote on my/our behalf as directed below.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll (note d) .

ORDINARY RESOLUTIONS FOR AGAINST
1. To approve the master purchase agreement in relation to the purchase of corn starch and other
raw materials by the Group from Global Bio-chem Technology Group Company Limited
(“GBT”) and its subsidiaries (the “GBT Group”) to be entered into between the Company and
GBT and the related annual caps.
2. To approve the master agreement in relation to the supply of electricity, water and steam and
provision of wastewater treatment services by the GBT Group to the Group to be entered into
between the Company and GBT and the related annual caps.
3. To approve the master sales agreement in relation to the sales of corn sweeteners by the Group
to the GBT Group to be entered into between the Company and GBT and the related annual
caps.
4. To re-elect Mr. Fong Wai Ho as independent non-executive director of the Company.
5. To re-elect Mr. Wang Wenquan as independent non-executive director of the Company.

Date 2019

Signature (notes e to j)

Notes:

  • a. Full name(s) and address(es) are to be inserted in BLOCK CAPITAL LETTERS . The names of all joint registered holders should be stated.

  • b. 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 in the share capital of the Company registered in your name(s).

  • c. A proxy need not be a member of the Company. If you wish to appoint some person other than the chairman of the Meeting as your proxy, please delete the words “the chairman of the extraordinary general meeting (“ Meeting ”) or” and insert the name and address of the person appointed in the space provided. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint in written form one or, if he is the holder of two or more shares, more proxies to attend and vote instead of him.

  • d. If you wish to vote for any of the resolutions set out above, please tick (“ ✔ ”) the boxes marked “For”. If you wish to vote against any of the resolutions, please tick (“ ✔ ”) the boxes marked “Against”. If the form returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion.

  • e. In the case of joint holders of shares, any one of such joint holders may vote, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the Meeting personally or by proxy, that one of the said persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

  • f. The form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under its Common Seal or under the hand of an officer or attorney so authorised.

  • g. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the offices of the Company’s Hong Kong branch share registrar, Tricor Investor Services Limited (“ Registrar ”) of Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time fixed for holding of the Meeting (i.e. at or before 10:30 a.m. on Tuesday, 26 February 2019 (Hong Kong time) or any adjournment thereof.

  • h. For the purpose of determining members who are qualified for attending the extraordinary general meeting, the register of members of the Company will be closed from Monday, 25 February 2019 to Thursday, 28 February 2019 (both days inclusive), during which period no transfer of the shares will be effected. In order to qualify for attending the extraordinary general meeting, all transfers of Shares accompanied by the relevant share certificates must be lodged with the Registrar at the above address by no later than 4:30 p.m. on Friday, 22 February 2019.

  • i. Delivery of an instrument appointing a proxy should not preclude a member from attending and voting in person at the Meeting or any adjournment thereof and in such event, the instrument appointing a proxy shall be deemed to be revoked.

  • j. Any alteration made to this form should be initialled by the person who signs the form.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting of the Company (the “ Purposes ”). We may transfer your and your proxy’s (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 in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as 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 the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Registrar at the above address.

  • for identification purposes only