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IMAX China Holding, Inc. — Proxy Solicitation & Information Statement 2008
Apr 28, 2008
50309_rns_2008-04-27_19b51f77-0ad8-481c-8070-5ee8a37a3a37.pdf
Proxy Solicitation & Information Statement
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HI SUN TECHNOLOGY (CHINA) LIMITED 高陽科技(中國)有限公司[*] (Incorporated in Bermuda with limited liability) (Stock Code: 818)
NOTICE OF SPECIAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that a special general meeting of Hi Sun Technology (China) Limited (the “Company”) will be held at Room 2416, 24th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wanchai, Hong Kong on Wednesday, 14 May 2008 at 10:30 a.m. for the purpose of considering and, if thought fit, passing (with or without modification) the following as an ordinary resolution of the Company:
ORDINARY RESOLUTION
“ THAT :
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(a) the conditional acquisition by the Company of 5% of the entire issued share capital of New Concept Services Limited (the “Acquisition”) at an aggregate consideration of HK$15,534,256 to be satisfied by delivery of banker's draft, subject to the terms and conditions of the agreement dated 8 April 2008 entered into between the Company and the vendor named therein (the “Agreement”) and the transactions incidental thereto or in connection therewith be approved, confirmed and ratified; and
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(b) any one director of the Company, so far as permissible under the bye-laws of the Company, be authorised to perform and execute all such matters and documents, with or without amendment and affixation of the common seal of the Company, relating, incidental to or in connection with the Acquisition and the transaction contemplated under the Agreement (including, without limitation, execution of the Agreement, and the approval for which is hereby confirmed and ratified) as such director may deem appropriate, necessary or expedient.”
By Order of the Board LI Wenjin Executive Director
Hong Kong, 28 April 2008
* For identification purpose only
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Head office and principal place of business of the Company: Room 2416, 24th Floor Sun Hung Kai Centre 30 Harbour Road Wanchai Hong Kong
Notes:
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A form of proxy for use at the meeting is enclosed with the circular despatched on 28 April 2008 to the members of the Company.
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Any member entitled to attend and vote at a meeting of the Company shall be entitled to appoint another person as his proxy to attend and vote instead of him. A proxy need not be a member.
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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 authorised to sign the same.
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The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed, or a certified copy of such power or authority, shall be delivered to the principal place of business of the Company at Room 2416, 24th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wanchai, Hong Kong not less than forty-eight (48) hours before the time appointed for holding the meeting or adjourned meeting at which the person named in the instrument proposes to vote.
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Delivery of an instrument appointing a proxy shall not preclude a member from attending and voting in person at the meeting convened and in such event, the instrument appointing a proxy shall be deemed to be revoked.
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Where there are joint holders of any share any one of such joint holder may vote, either in person 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 any meeting the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register in respect of the joint holding.
As at the date of this announcement, the Board consists of five executive Directors, namely, Cheung Yuk Fung, Kui Man Chun, Xu Wensheng, Li Wenjin and Xu Chang Jun; and three independent nonexecutive Directors, namely Tam Chun Fai, Leung Wai Man, Roger and Xu Sitao.
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