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Goldstone Capital Group Limited — Proxy Solicitation & Information Statement 2022
Jun 2, 2022
49732_rns_2022-06-02_6b3c9335-65f2-4e27-8a00-cc5d443650d0.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 notice, 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 notice.
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優創金融集團控股有限公司 YOUTH CHAMP FINANCIAL GROUP HOLDINGS LIMITED
(Incorporated in Bermuda with limited liability)
(Stock code: 1160)
NOTICE OF SPECIAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that a special general meeting (the “ Meeting ”) of Youth Champ Financial Group Holdings Limited (the “ Company ”) will be held at Unit 503, 5th Floor, Greenfield Tower, Concordia Plaza, 1 Science Museum Road, Kowloon, Hong Kong on Tuesday, 28 June 2022 at 10:30 a.m. to consider and, if thought fit, passing, with or without modifications, the following resolution (unless otherwise indicated, capitalized terms used in this notice shall have the same meanings as those defined in the circular of the Company dated 6 June 2022).
SPECIAL RESOLUTION
- “ THAT , subject to and conditional upon the approval by the Registrar of Companies in Bermuda being obtained, the English name of the Company be changed from “Youth Champ Financial Group Holdings Limited” to “Goldstone Capital Group Limited” and the Chinese name of “金石資本集團有限公司” be adopted and registered as the secondary name of the Company to replace its existing secondary name of “優 創金融集團控股有限公司” (the “ Proposed Change of Company Name ”), and any person appointed by the board of directors of the Company for that purpose and any one director be and is hereby authorized to execute the documents incidental thereto (with such amendments as he/she shall approve, the initialing or signature by him/her of such amendments shall be conclusive evidence of his/her approval thereof as he/she may in his/her absolute discretion deem necessary and proper to effect the aforesaid transactions) and to do such other things and to execute all such documents as may be
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necessary and proper in connection therewith for and on behalf of the Company to give effect to the transactions contemplated thereunder and that where necessary and required, the affixation of the common seal of the Company on these documents in the presence of and signed by that person appointed for and on behalf of the Company be and are hereby approved.”
By order of the Board of Youth Champ Financial Group Holdings Limited Xu Yanfa Chairman
Tianjin, the PRC, 6 June 2022
Registered Office: Principal place of business in Hong Kong: Clarendon House Unit 503, 5th Floor 2 Church Street Greenfield Tower Hamilton HM 11 Concordia Plaza Bermuda 1 Science Museum Road Kowloon, Hong Kong
Notes:
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Any member of the Company entitled to attend and vote at the Meeting convened by the above notice is entitled to appoint one or more separate proxy(ies) to attend and, subject to the provisions of the bye-laws of the Company, vote in his stead. A proxy need not be a member of the Company.
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A form of proxy for use at the Meeting is enclosed with the circular of the Company dated 6 June 2022.
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To be valid, the form of proxy in the prescribed form together with the power of attorney or other authority (if any) under which it is signed (or a certified copy thereof) must be deposited with the Company’s branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited (the “ Branch Share Registrar ”), at 2103B, 21st Floor, 148 Electric Road, North Point, Hong Kong not less than 48 hours before the time appointed for holding the Meeting (or any adjournment thereof).
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Delivery of an instrument appointing a proxy should not preclude a member from attending and voting in person at the Meeting or at any adjournment thereof and in such event, the instrument appointing a proxy shall be deemed to be revoked.
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In the case of joint holders of a share, any one of such joint holders may vote, either in person or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders are present at the Meeting, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders. For this purpose, seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.
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Members whose names appear on the register of members of the Company on Tuesday, 21 June 2022 will be entitled to attend and vote at the Meeting. In order to qualify for attending the Meeting or any adjournment thereof, all transfers of Shares accompanied by the relevant share certificate(s) must be lodged with the Branch Share Registrar at 2103B, 21st Floor, 148 Electric Road, North Point, Hong Kong by no later than 4:30 p.m. on Tuesday, 21 June 2022.
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The resolution set out in this notice will be taken by poll at the Meeting.
As at the date of this notice, the Board comprises Ms. Chan Mei Yan as executive Director; Mr. Yip Hoi Chung (Vice Chairman), Mr. Lee Hung Yuen, Ms. Guo Yanchun and Mr. Chen Huaiyuan as non-executive Directors; and Mr. Xu Yanfa (Chairman), Ms. Ma Yin Fan, Ms. Yan Yan and Mr. Lam King as independent non-executive Directors.
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