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GoFintech Quantum Innovation Limited Proxy Solicitation & Information Statement 2010

Jun 23, 2010

49098_rns_2010-06-23_157c4e0c-d089-4623-a0fa-1e9013edc761.pdf

Proxy Solicitation & Information Statement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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NEW TIMES ENERGY CORPORATION LIMITED 新時代能源有限公司[*]

(incorporated in Bermuda with limited liability) (Stock code: 00166)

NOTICE OF THE SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT a special general meeting (the “Meeting”) of New Times Energy Corporation Limited (the “Company”) will be held at Board Room, Dynasty Club, 7/F South West Tower, Convention Plaza, 1 Harbour Road, Wanchai, Hong Kong on Friday, 16 July 2010, at 10:30 a.m. for the purposes of considering and, if thought fit, passing (with or without modification) the following ordinary resolutions:

ORDINARY RESOLUTIONS

1. “ THAT :

  • 1.1 the entering into the Agreement (as defined in the circular dated 24 June 2010 despatched to the shareholders of the Company (the “Circular”), a copy of which has been produced to the meeting and marked “A” and initialled by the chairman of the meeting for the purpose of identification) and a copy of which has been a copy of which has been produced to the meeting and marked “B”, and initialled by the chairman of the meeting for the purpose of identification) and the terms and conditions thereof and the performance by the Company for the transactions contemplated under the Agreement be and are hereby approved, confirmed and ratified;

  • 1.2 the allotment and issue of the Consideration Shares (as defined in the Circular) to the Vendor (or its nominee(s)) (as defined in the Circular) on the terms as set out in the Agreement, be and are hereby approved;

  • 1.3 the allotment and issue of the Additional New Shares (as defined in the Circular) to the Vendor (or its nominee(s))(as defined in the Circular) on the terms as set out in the Agreement, be and are hereby approved;

  • 1.4 the taking of all steps and doing of all things by the Company and its subsidiaries as the directors of the Company may in their absolute discretion deem necessary, desirable or expedient to implement, give effect to and/or complete the Agreement and the transactions

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contemplated thereunder, including without limitation the allotment and issue of the Consideration Shares and the Additional New Shares, be and are hereby authorized, approved, confirmed and ratified; and

  • 1.5 any one executive director of the Company be and is hereby authorized for and on behalf of the Company to do all such acts and things, to sign and execute any agreements, all such other documents, deeds, instruments and agreements and to take such steps as he/she may consider necessary, appropriate, desirable or expedient to give effect to or in connection with the Agreement all other matters contemplated thereunder and incidental thereto.”

Your faithfully, On behalf of the Board New Times Energy Corporation Limited Cheng Kam Chiu, Stewart Chairman

Hong Kong, 24 June 2010

Registered Office: Clarendon House 2 Church Street Hamilton HM 11 Bermuda

Head Office and Principal Place of Business: Unit 1007-08, 10th Floor New World Tower I 18 Queen’s Road Central Hong Kong

Notes:

  1. A Shareholder entitled to attend and vote at the above meeting may appoint one or more than one proxy to attend and to vote in his stead. A proxy need not be a Shareholder of the Company.

  2. Where there are joint registered holders of any Share, any one such person may vote at the meeting, either personally or by proxy, in respect of such Shares as if he was solely entitled thereto; but if more than one of such joint holders be present at the meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such Shares shall alone be entitled to vote in respect thereof.

  3. In order to be valid, the form of proxy duly completed and signed in accordance with the instructions printed thereon together with the power of attorney or other authority, if any, under which it is signed or a certified copy thereof must be delivered to the office of the Company’s branch share registrars, Tricor Tengis Limited, at 26/F, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.

  4. A form of proxy for use at the meeting is being despatched to the Shareholders of the Company together with a copy of this notice.

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As at the date of this announcement, the Board comprises seven Directors, of which two are executive Directors, namely Mr. Cheng Kam Chiu, Stewart and Mr. Cheng Ming Kit; two non-executive Directors, namely Mr. Wong Man Kong, Peter and Mr. Chan Chi Yuen; and three independent non-executive Directors, namely Mr. Fung Chi Kin, Mr. Fung Siu To, Clement and Mr. Chiu Wai On.

  • For identification purpose only

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