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Glory Sun Land Group Limited — Proxy Solicitation & Information Statement 2017
Oct 25, 2017
49106_rns_2017-10-24_b13236cd-37bd-4737-9db0-72f046c303d9.pdf
Proxy Solicitation & Information Statement
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New Sports Group Limited 新 體 育 集 團 有 限 公 司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 299)
FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING (ON 9 NOVEMBER 2017) (or at any adjournment thereof)
I/We[(Note][1)] ,
of being the registered holder(s) of[(Note][2)] shares of HK$0.0025 each in the capital of New Sports Group Limited (the ‘‘Company’’), HEREBY APPOINT the Chairman of the meeting, or[(Note][3)] of
or failing him/her of
as my/our proxy to attend and act for me/us and my/our behalf at the Extraordinary General Meeting (or any adjournment thereof) of the Company to be held at Unit 2602, 26/F, Lippo Centre, Tower 1, No. 89 Queensway, Admiralty, Hong Kong on 9 November 2017 at 11:00 a.m., to vote for me/us as hereunder indicated, or if no indication is given, as my/our proxy thinks fit.
ORDINARY RESOLUTION FOR[(Note][4)] AGAINST[(Note][4)]
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(a) To approve the Acquisition (as defined in the circular of the Company dated 25 October 2017 (the ‘‘Circular’’)) and to approve, confirm and ratify the SPA (as defined in the Circular) and the transactions contemplated thereafter; and
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(b) to authorize any director of the Company be and is hereby authorized to do all such acts and things and execute and deliver all such documents (including any supplemental agreement) whether under the common seal of the Company or otherwise as may be necessary, desirable or expedient to (i) carry out or give effect to any or all transactions contemplated under the SPA and/or (ii) protect the interests of the Company and the Purchaser in relation to the SPA or any or all transactions contemplated thereunder, in each case in such manner as may be deemed appropriate by such director.
[5)] Date: 2017 Signature[(Note] :
Notes:
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
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Please insert the number of shares of HK$0.0025 each 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 capital of the Company registered in your name(s).
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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 shareholder may appoint one or more proxies to attend and, on a poll, vote instead of him. A proxy need not be a member of the Company but must attend the meeting in person to represent you.
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IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK IN THE RELEVANT BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK IN THE RELEVANT BOX MARKED ‘‘AGAINST’’. Failure to tick a box will entitle your proxy to cast your vote in respect of such resolution at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than the resolution referred to above.
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This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, either under its seal or under the hand of an officer, attorney or other person authorised to sign the same.
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Any vote in respect of the resolution(s) to be put forward for consideration at the meeting will be taken by poll.
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In the case of joint holders of any share, any one of such holders may vote at the meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders be present at the meeting personally or by proxy, the holder whose name stands first in the register of members of the Company shall alone be entitled to vote in respect of that share.
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To be valid, this form of proxy and the power of attorney or other authority, if any, under which it is signed or a certified copy of that power or authority, must be deposited with the Company’s share branch registrar in Hong Kong, Tricor Investor Services Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the meeting or any adjourned meeting. Delivery of an instrument appointing a proxy shall not preclude a member from attending and voting in person at the meeting convened and in such event, the instrument appointing a proxy shall be deemed to be revoked.
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Any alteration made to this form of proxy must be initialled by the person who signs it.
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 Company/Tricor Investor Services Limited at the above address.