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Home Control International Limited Proxy Solicitation & Information Statement 2020

Oct 23, 2020

50138_rns_2020-10-23_6f2094da-b288-4665-b5ff-7a1eb16b9fe1.pdf

Proxy Solicitation & Information Statement

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HOME CONTROL INTERNATIONAL LIMITED

(Incorporated in Cayman Islands with limited liability)

(Stock Code: 1747)

FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON 12 NOVEMBER 2020 AND AT ANY ADJOURNMENT THEREOF

I/We[1]

of

being the registered holder(s) of[2] shares (“ Shares ”) in the share capital of Home Control International Limited (“ the Company ”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING or[3]

of or failing him/her of

as my/our proxy to attend and act for me/us and on my/our behalf at the Extraordinary General Meeting of the Company to be held at 3:00 p.m. on Thursday, 12 November 2020 with a combination of an in-room meeting at 20/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong and a virtual meeting online (and at any adjournment thereof) (the “ Meeting ”) for the purposes of considering and, if thought fit, passing the resolution as set out in the notice convening the Meeting (the “ Notice ”) and to vote for me/us and in my/ our name(s) in respect of such resolution as hereunder indicated, and, if no such indication is given, as my/our proxy thinks fit. My/ our proxy will also be entitled to vote on any matter properly put to the Meeting in such manner as he/she thinks fit.

Ordinary Resolutions4 Ordinary Resolutions4 Ordinary Resolutions4 Ordinary Resolutions4 For5 Against5
1. (a) To approve, confirm and ratify the grant of Specific Mandate (as
defined in the circular of the Company dated 27 October 2020, the
Circular”) to the directors of the Company (the “Directors”)
regarding the allotment and issue of an aggregate of up to 2,382,760
Connected Award Shares (as defined in the Circular) to the Connected
Selected Grantees (as defined in the Circular) pursuant to the share
award scheme adopted by the Company on 20 August 2020 (the
Scheme”) and the transactions contemplated thereunder.
(b) To approve and confirm the grant, allotment and issue of 1,254,084
Connected Award Shares (as defined in the Circular) pursuant to the
Scheme to Alain PERROT.
(c) To approve and confirm the grant, allotment and issue of 250,817
Connected Award Shares (as defined in the Circular) pursuant to the
Scheme to Jean Paul ABRAMS.
(d) To approve and confirm the grant, allotment and issue of 376,225
Connected Award Shares (as defined in the Circular) pursuant to the
Scheme to Guat Beng NG.
(e) To approve and confirm the grant, allotment and issue of 501,634
Connected Award Shares (as defined in the Circular) pursuant to the
Scheme to Yue Chun ZHU.
(f) To authorize any one Director to do all such acts and things and execute
all documents which he/she considers necessary, desirable or
expedient for the purpose of, or in connection with, the implementation
of and giving effect to the Award (as defined in the Circular) and the
transactions contemplated thereunder, including but not limited to the
allotment and issue of the Connected Award Shares (as defined in the
Circular) pursuant to the Scheme.

Signature(s)[6] :

Dated:

Notes:

  1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS . The names of all joint registered holders should be stated.

  2. Please insert the number of Shares registered in your name(s) to which this form of 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. If any proxy other than the chairman of the Meeting is preferred, please strike out the words “ 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 SIGNS IT.

  4. Full text of the resolution(s) appears in the Notice incorporated in the circular to the shareholders of the Company dated 27 October 2020.

  5. IMPORTANT: If you wish to vote for a resolution, please tick in the box marked “For”. If you wish to vote against a resolution, please tick in the box marked “Against”. If no direction is given, your proxy may vote or abstain as he/she thinks fit. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the Notice.

  6. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under its seal or under the hand of an officer, attorney or other person duly authorised to sign the same.

  7. Any shareholder of the Company entitled to attend and vote at the Meeting is entitled to appoint more than one proxy to attend, and on a poll, vote instead of him. A proxy need not be a shareholder of the Company. If more than one proxy is appointed, the number of Share(s) in respect of which each such proxy so appointed must be specified in the relevant form of proxy.

  8. In the case of joint holders of any Share(s), any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such Share(s) as if he/she were solely entitled thereto. However, if more than one of such joint holders be present at the Meeting personally or by proxy, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority shall be determined as that one of the said persons so present whose name stands first on the register of members of the Company in respect of such Share(s) shall alone be entitled to vote in respect thereof.

  9. In order to be valid, this form of proxy must be completed, signed and returned to the Hong Kong share registrar of the Company, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy thereof) not less than 48 hours before the time appointed for the holding of the Meeting (i.e. at or before 3:00 p.m. on Tuesday, 10 November 2020), or any adjournment thereof.

  10. Completion and return of this form of proxy will not preclude you from attending and voting in person or via online at the Meeting if you so wish. If you attend and vote at the Meeting, this form of proxy will be deemed to be revoked.

  11. Shareholders or their proxies attending the meeting shall produce their identity documents.

  12. References to time and dates in this form of proxy are to Hong Kong time and dates.

  13. The Chinese translation of this form of proxy is for reference only and in case of any inconsistency, the English version shall prevail.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting of the Company (the “ Purposes ”). We may transfer your and your proxy’s (or proxies’) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Tricor Investor Services Limited at the above address.