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iDreamSky Technology Holdings Limited — Proxy Solicitation & Information Statement 2025
May 19, 2025
49702_rns_2025-05-19_f2647276-f03b-4925-b5c8-f9834b8bec0c.pdf
Proxy Solicitation & Information Statement
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iDreamSky Technology Holdings Limited
创梦天地科技控股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1119)
Form of Proxy for the Annual General Meeting convened
at Earth Room, 16/F, Unit 3, Block A, Kexing Science Park,
Nanshan District, Shenzhen, China on Wednesday, 11 June 2025 at 10:30 a.m.
I/We (Note 1)
of
being the holder(s) of (Note 2) __________ ordinary shares of
iDreamSky Technology Holdings Limited (the "Company") hereby appoint (Notes 3 and 4)
of
or failing him, the Chairman of the meeting to act as my/our proxy at the Annual General Meeting (or at any adjournment thereof) (the "AGM") of the Company to be held at Earth Room, 16/F, Unit 3, Block A, Kexing Science Park, Nanshan District, Shenzhen, China on Wednesday, 11 June 2025 at 10:30 a.m. for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the AGM (the "Notice of AGM") and at the AGM on a poll to vote on my/our behalf as directed below or, if no such indication is given, as my/our proxy thinks fit.
| Ordinary Resolutions | For (Note 5) | Against (Note 5) | ||
|---|---|---|---|---|
| 1. | To receive and consider the audited financial statements, the report of the board of directors of the Company and the independent auditor's report of the Company for the year ended 31 December 2024. | |||
| 2. | (a) | (1) To re-elect Mr. Chen Xiangyu as an executive director of the Company. | ||
| (2) To re-elect Ms. Yu Bin as an independent non-executive director of the Company. | ||||
| (3) To re-elect Mr. Li Xintian as an independent non-executive director of the Company. | ||||
| (4) To re-elect Mr. Mao Rui as an independent non-executive director of the Company. | ||||
| (b) | To authorize the board of directors of the Company to fix the directors' remuneration. | |||
| 3. | To re-appoint PricewaterhouseCoopers as the auditor of the Company and to authorize the board of directors of the Company to fix its remuneration. | |||
| 4(A). | To grant a general mandate to the directors to allot, issue and/or deal with (including the sell or transfer of any treasury shares) the Company's shares not exceeding 20% of the total number of issued shares (excluding treasury shares) of the Company. | |||
| 4(B). | To grant a general mandate to the directors to repurchase the Company's shares not exceeding 10% of the total number of issued shares (excluding treasury shares) of the Company. | |||
| 4(C). | To extend the general mandate granted to the directors to issue the Company's shares by the number of shares repurchased by the Company. |
Date: _____ 2025
Signature (Note 6): __________
Notes:
- Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
- 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).
- A member of the Company entitled to attend and vote at the AGM shall be entitled to appoint one or more proxies to attend and, on a poll, to vote instead of him/her. A proxy need not be a member of the Company, but must attend the AGM in person to represent you.
- If any proxy other than the Chairman of the AGM is preferred, strike out the words "or failing him, the Chairman of the meeting" and insert the name and address of the proxy desired in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.
- IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE PLACE A “√” IN THE RELEVANT BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PLACE A “√” IN THE RELEVANT BOX MARKED “AGAINST”. Failure to complete either box will entitle your proxy to cast his vote 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 of AGM.
- This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, under its common seal or under the hand of an officer or attorney duly authorized. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or notarially certified copy of such power or authority must be deposited at the Hong Kong share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time for holding AGM or any adjournment thereof. Completion and return of this form of proxy will not preclude you from attending and voting in person at the AGM. In the event that you attend the AGM, this form of proxy will be deemed to be revoked.
- In the case of joint holders of any shares, any one of such joint holders may vote at the AGM, either personally or by proxy, in respect of such shares as if he were solely entitled thereto. If more than one of the joint holders are present at the AGM, either personally or by proxy, that one of the said persons whose name stands first on the register of members in respect of the relevant share(s) will alone be entitled to vote in respect of the relevant joint holding.
- On a poll, every shareholder present personally 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 AGM at which the poll was so taken.
- ANY ALTERATIONS MADE IN THIS FORM SHOULD BE INITIALLED BY THE PERSON WHO SIGNS IT.
- The description of the resolutions is by way of summary only. The full text of the resolutions are set out in the Notice of AGM.
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. Failure to provide sufficient information, the Company may not be able to process your appointment of proxy and 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 the Personal Data Privacy Officer of Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.