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Grand Power Logistics Group Limited Proxy Solicitation & Information Statement 2025

Apr 10, 2025

51469_rns_2025-04-10_530305d3-03fe-4f93-8e58-cf4e71709187.pdf

Proxy Solicitation & Information Statement

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CA

GRAND POWER LOGISTICS GROUP LIMITED

裕程物流集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8489)

FORM OF PROXY FOR USE AT THE ANNUAL GENERAL MEETING BY WAY OF A VIRTUAL MEETING ON THURSDAY, 29 MAY 2025 (OR ANY ADJOURNMENT THEREOF)

I/We (Note 1)

of

being the registered holder(s) of _________ ordinary

share(s) (Note 2) of HK$0.01 each (the "Share(s)") in the share capital of Grand Power Logistics Group Limited (the "Company") HEREBY APPOINT THE CHAIRMAN OF THE ANNUAL GENERAL MEETING or (Note 3 & 4)

of email address: _________

as my/our proxy to attend and act for me/us at the annual general meeting (or at any adjournment thereof) of the Company to be held by way of a virtual meeting on Thursday, 29 May 2025 at 3:00 p.m. (the "Meeting"), and at such Meeting (or at any adjournment thereof) to vote for me/us and on my/our behalf in respect of the resolutions as indicated below (Note 5) or, if no such indication is given, as my/our proxy thinks fit.

Please tick ("√") the appropriate boxes to indicate how you wish your vote(s) to be cast (Note 5).

ORDINARY RESOLUTIONS (Note 6) FOR (Note 5) AGAINST (Note 5)
1. To receive and approve the audited consolidated financial statements, the report of the directors (the “Directors”) and the independent auditor’s report of the Company and its subsidiaries for the year ended 31 December 2024.
2. (a) To re-elect the following Directors:
(1) Ms. Wong Sheng Ning Candace as a non-executive Director;
(2) Mr. Heung Wai Keung as a non-executive Director; and
(3) Mr. Tam Ka Hei Raymond as an independent non-executive Director.
(b) To authorise the board (the “Board”) of Directors to fix the remuneration of the Directors for the year ending 31 December 2025.
3. To re-appoint Baker Tilly Hong Kong Limited as the auditor of the Company and to authorise the Board to fix its remuneration.
4. To grant a general and unconditional mandate to the Directors to allot, issue and deal with additional Shares, or sell or transfer treasury Shares, not exceeding 20% of the total number of issued Shares (excluding treasury Shares).
5. To grant a general and unconditional mandate to the Directors to repurchase Shares not exceeding 10% of the total number of issued Shares (excluding treasury Shares).
6. To extend the general and unconditional mandate to the Directors to allot, issue and deal with additional Shares, or sell or transfer treasury Shares, by adding thereto the Shares repurchased under the general mandate to repurchase Shares.

Dated this __ day of __ 2025

Signature (Note 6)

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holder should be stated.
  2. Please insert the number of Shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in your name(s).
  3. Any member entitled to attend and vote at the Meeting shall be entitled to appoint another person as his proxy to attend and vote instead of him. A member who is the holder of two or more Shares may appoint more than one proxy to represent him and vote on his behalf. A proxy need not be a member of the Company. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
  4. If any proxy other than the chairman of the Meeting is preferred, strike out the words "THE CHAIRMAN OF THE ANNUAL GENERAL MEETING or" and insert the name and email address of the proxy desired in the space provided. IF NO NAME IS INSERTED. THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.
  5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, PLEASE TICK ("√") THE APPROPRIATE BOXES MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, PLEASE TICK ("√") THE APPROPRIATE BOXES MARKED "AGAINST". Failure to complete any or all the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any amendment of a resolution put to the Meeting.
  6. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either executed under its seal or under the hand of an officer, attorney or other person duly authorise to sign the same.
  7. In the case of joint registered holders of any Shares, any one of such joint registered holders may vote at the above Meeting, either personally or by proxy, in respect of such Shares as if he were solely entitled thereto. However, if more than one of such joint registered holders is present at the Meeting, either personally or by proxy, the vote of the joint registered holder whose name stands first in the register of members of the Company and who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint registered holder(s).
  8. To be valid, this form of proxy together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, must be deposited at the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours (i.e. on Tuesday, 27 May 2025 at 3:00 p.m.) before the time for holding the Meeting or any adjournment thereof.
  9. On a poll, every shareholder attend virtually or by proxy shall be entitled to one vote for each share registered in his name. The result of such poll shall be deemed to be the resolution of the Meeting at which the poll was so taken.
  10. Completion and delivery of this form of proxy will not preclude you from attending virtually and voting online at the Meeting if you so wish. In such event, the instrument appointing a proxy shall be deemed to be revoked.
  11. References to time and dates in this form of proxy are to Hong Kong time and dates.

PERSONAL INFORMATION COLLECTION STATEMENT

(i) "Personal Data" in these statements has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO").
(ii) Your supply of Personal Data to the Company is on a voluntary basis and is used for processing your instructions and/or requests as stated in this form of proxy. If you fail to provide sufficient information, the Company may not be able to process your appointment of proxy and other instructions.
(iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, its share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for our 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 to Personal Data Privacy Officer of Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong.