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Hang Lung Group Limited Proxy Solicitation & Information Statement 2014

Mar 27, 2014

48869_rns_2014-03-27_119b7765-97a1-4f09-abe2-8c1a3acbb0e7.pdf

Proxy Solicitation & Information Statement

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PCCW Limited 電訊盈科有限公司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 0008)

Form of proxy for use at the Annual General Meeting to be held on Thursday, May 8, 2014 at 4:00 p.m. (or any adjournment thereof) (the “Meeting”)

I/We[1]

of

being the registered holder(s) of[2]

shares in the capital of PCCW Limited (the “Company”), HEREBY APPOINT[3]

the chairman of the Meeting, or

of

as my/our proxy to attend for me/us at the Meeting to be held in the Conference Room, 14th Floor, PCCW Tower, TaiKoo Place, 979 King’s Road, Quarry Bay, Hong Kong on Thursday, May 8, 2014 at 4:00 p.m. (or any adjournment thereof) for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting and at the Meeting to vote on behalf of me/us and in my/our name(s) in respect of the said resolutions as indicated below, or, if no such indication is given, as my/our proxy thinks fit and to vote on behalf of me/us and in my/our name(s) on any other resolutions duly proposed at the Meeting as my/our proxy thinks fit.

Ordinary Resolutions For4 For4 Against4 Against4
1. To receive and adopt the Audited Financial Statements of the Company and the Reports of the Directors
and the Independent Auditor for the year ended December 31, 2013.
2. To declare a final dividend of 13.85 HK cents per ordinary share in respect of the year ended December
31, 2013.
3. (a)
To re-elect Ms Hui Hon Hing, Susanna as a Director of the Company.
(b)
To re-elect Mr Lee Chi Hong, Robert as a Director of the Company.
(c)
To re-elect Mr Li Fushen as a Director of the Company.
(d)
To re-elect Mr Li Gang as a Director of the Company.
(e)
To re-elect Mr Wei Zhe,
David as a Director of the Company.
(f)
To re-elect Mr David
Christopher Chance as a Director of the Company.
(g)
To authorize the Company’s Directors to fix their remuneration.
4. To re-appoint Messrs PricewaterhouseCoopers as the Company’s Auditor and authorize the Company’s
Directors to fix their remuneration.
5. To grant a general mandate to the Company’s Directors to issue new shares of the Company.*
6. To grant a general mandate to the Company’s Directors to buy-back the Company’s own securities.*
7. To extend the general mandate granted to the Company’s Directors pursuant to ordinary resolution
no. 5.*
8. To terminate the existing share option scheme and adopt the new share option scheme of the
Company.*
  • Please refer to the Notice of Annual General Meeting for the full text of the resolutions.
Signature5
NOTES:
Date
  1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS .

  2. Please insert the number of shares of the Company registered in your name(s) to which the proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).

  3. If any proxy other than the chairman of the Meeting is preferred, please strike out “the chairman of the Meeting, or” and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK THE BOX IN THE COLUMN MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RELEVANT RESOLUTION, TICK THE BOX IN THE COLUMN MARKED “AGAINST” . Failure to tick either box will entitle your proxy to cast your vote or abstain at his discretion on the relevant resolution. 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 convening the Meeting.

  5. This instrument appointing a proxy must be in writing under the hand of the appointor or of his attorney duly authorized in writing, or if the appointor is a corporation, either under seal, or under the hand of an officer or attorney duly authorized.

  6. Any member of the Company entitled to attend and vote at a meeting of the Company or a meeting of the holders of any class of shares in the Company shall be entitled to appoint another person as his proxy to attend and, on a poll, vote instead of him. A proxy need not be a member of the Company. A member may appoint more than one proxy to attend on the same occasion.

  7. Where there are joint registered holders of any share, any one of such persons 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, that one of the holders so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.

  8. The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed (or a notarially certified copy of that power of attorney or authority) must be deposited with the share registrar of the Company, Computershare Hong Kong Investor Services Limited, Investor Communications Centre, 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not less than 48 hours before the time for holding the Meeting at which the person named in such instrument proposes to vote, and otherwise the instrument of proxy shall not be treated as valid.

  9. Delivery of an instrument appointing a proxy shall not preclude a member from attending and voting in person at the Meeting or poll concerned and, in such event, the instrument appointing a proxy shall be deemed to be revoked.