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Greentech Technology International Limited — Proxy Solicitation & Information Statement 2012
Nov 1, 2012
49024_rns_2012-11-01_e349212a-4580-4dea-9a8a-9a6502cef55e.pdf
Proxy Solicitation & Information Statement
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GOODTOP TIN INTERNATIONAL HOLDINGS LIMITED 萬 佳 錫 業 國 際 控 股 有 限 公 司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 195)
PROXY FROM
Form of proxy for use by shareholders at the extraordinary general meeting to be held at Room 2607, 26th Floor, Greenfield Tower, Concordia Plaza, 1 Science Museum Road, Tsimshatsui, Kowloon, Hong Kong on 20 November 2012 at 11:00 a.m.
I/We (note a)
of
being the registered holder(s) of (note b)
shares
of HK$0.005 each in the capital of Goodtop Tin International Holdings Limited (the ‘‘Company’’), hereby appoint the Chairman of the Meeting or (note c)
of
to act as my/our proxy to attend, act and vote for me/us at the extraordinary general meeting (the ‘‘EGM’’) of the Company to be held at Room 2607, 26th Floor, Greenfield Tower, Concordia Plaza, 1 Science Museum Road, Tsimshatsui, Kowloon, Hong Kong on 20 November 2012 at 11:00 a.m. and at any adjournment thereof and to vote on my/our behalf on the undermentioned resolutions as indicated below or, if no such indication is given, as my/our proxy thinks fit.
Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll (note d).
Note: The full text of the ordinary resolution is set out in the EGM Notice dated 2 November 2012. Capitalised terms used therein shall have the same meaning in the EGM Notice.
| ORDINARY RESOLUTIONS | ORDINARY RESOLUTIONS | ORDINARY RESOLUTIONS | Against (note d) | Against (note d) | |
|---|---|---|---|---|---|
| ORDINARY RESOLUTIONS | For (note d) | Against (note d) | |||
| 1. | To approve, ratify and confirm the Agreement relating to the Repurchase; | ||||
| 2. | To approve, ratify and confirm the Loan Capitalisation Agreement, the Loan Capitalisation Supplemental Agreement and the transactions contemplated thereunder; |
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| 3. | To authorise the Directors to allot and issue of the Loan Capitalisation Shares; | ||||
| 4. | To approve, confirm and ratify the Placing Agreement, the Placing Supplemental Agreement and the transactions contemplated thereunder; |
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| 5. | To authorise the Directors to allot and issue the Placing Shares; | ||||
| 6. | To approve the Change of Company Name from ‘‘Goodtop Tin International Holdings Limited’’ to ‘‘L’sea Resources International Holdings Limited’’; |
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| 7. | To authorise the Directors to take all actions as they may consider necessary or desirable to implement and give effect to the Agreement, the allotment and issue of the Loan Capitalisation Shares, the Placing, the allotment and issue of the Placing Shares, the Change of Company Name. |
Date Signature (notes e, f, g, h, i and j)
Notes:
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a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. 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 capital of the Company registered in your name(s).
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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 MEETING OR’’ and insert the name and address of the person appointed proxy in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.
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d. If you wish to vote for any of the resolutions set out above, please tick (‘‘P’’) the boxes marked ‘‘For’’. If you wish to vote against any of the resolutions, please tick (‘‘P’’) the boxes marked ‘‘Against’’. If this form is returned duly signed, but without any such indication, the proxy will vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the Notice.
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e. In the case of joint registered holders of any shares, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such shares as if he/she was solely entitled thereto; but if more than one of such joint registered holders be present at the Meeting, either personally or by proxy, that one of the said persons so present whose name stands first on the register of members in respect of such shares shall alone be entitled to vote in respect thereof to the exclusion of the votes of the other joint registered holders.
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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.
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g. 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 of such power or authority must be deposited at the Company’s Hong Kong branch share registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time for holding the Meeting or any adjournment thereof.
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h. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.
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i. Any alteration made to this form should be initialled by the person who signs the form.
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j. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish.