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IMAX China Holding, Inc. Proxy Solicitation & Information Statement 2020

Oct 27, 2020

50309_rns_2020-10-27_157413c1-4fdb-4e59-9e8c-7c760380286d.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)

FORM OF PROXY FOR SPECIAL GENERAL MEETING

Form of Proxy for use at the Special General Meeting convened at Room 2515, 25th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wanchai, Hong Kong on Wednesday, 18 November 2020 at 3:00 p.m. (or at any adjournment thereof)

I/We[(1) ]

of (address)

being the registered holder(s) of[(2)]

shares of HK$0.0025 each in the share capital

of Hi Sun Technology (China) Limited (the “ Company ”), HEREBY APPOINT[(3) ]

of (address)

or failing him[(3)] the Chairman of the meeting as my/our proxy to act for me/us and on my/our behalf at the Special General Meeting (or at any adjournment thereof) of the Company to be held at Room 2515, 25th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wanchai, Hong Kong on Wednesday, 18 November 2020 for the purpose of considering and, if thought fit, passing the resolution set out in the notice (“ SGM Notice ”) convening the said Special General Meeting and at such meeting or at any adjournment thereof to vote for me/us and in my/our name(s) in respect of the resolution as indicated below and, if no such indication is given, as my/our proxy thinks fit.

of the resolution as indicated below and, if no such indication is given, as my/our proxy thinks fit. of the resolution as indicated below and, if no such indication is given, as my/our proxy thinks fit.
ORDINARY RESOLUTIONS(4) FOR(5) AGAINST(5)
1. To approve the proposed amendment (“Proposed Amendment”) to the VBill Share OptionScheme (as defined in the circular of the Company dated 28 October 2020) regarding therule(s) about the exercise period of the options granted or to be granted thereunder to 6years from the date on which the VBill Share Option Scheme became unconditional andto authorise the directors of the Company (“Directors”) to execute such documents andtake such actions as they deem appropriate to implement and give effect to the ProposedAmendment.
2. Subject to the passing of resolution no.1, to approve the proposed extension of the exerciseperiod of the 2018 Options (as defined in the circular of the Company dated 28 October2020) and to authorise the directors of the Company to execute such documents and takesuch actions as they deem appropriate to implement and give effect to such proposedextension of the exercise period of the 2018 Options.
3. To approve and adopt the rules of the proposed VBill (Cayman) Share Option Scheme andto authorise the directors of the Company to execute such documents and take such actionsas they deem appropriate to implement and give effect to the VBill (Cayman) Share OptionScheme.
Dated this day of 2020. Signature(6)
Notes:
1. Full name(s) and address(es) to be inserted inBLOCK CAPITALS.
  1. Please insert the number of shares of HK$0.0025 each 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).

  2. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY . Any alterations made to this form of proxy should be initialled by the person who signs it. The proxy need not be a member of the Company, but must attend the meeting in person to represent you.

  3. The full text of the resolution is set out in the SGM Notice.

  4. 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 tick 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 convening the meeting.

  5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either under its common seal or under the hand of an officer or attorney duly authorised.

  6. Where there are joint registered holders of any share, any one of such persons may vote at the meeting, either personally or by proxy, that one of the holders so present whose name stands first in the register of members of the Company in respect of such share shall alone be entitled to vote in respect hereof.

  7. To be valid, this form of proxy together with the power of attorney or other authority, if any, under which it is signed or certified copy of that power of attorney or authority must be lodged at the principal place of business of the Company at Room 2515, 25th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wanchai, Hong Kong by 11:00 a.m. on Monday, 16 November 2020 (Hong Kong time) or not later than 48 hours before the time appointed for holding any adjourned meeting.

  8. Completion and return of this form of proxy will not preclude you from attending and voting in person at the meeting if you so wish. In the event that you attend the meeting after having lodged this form of proxy, this form of proxy will be deemed to have been revoked.

PERSONAL INFORMATION COLLECTION ST1ATEMENT

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 Tengis Limited at the above address.

  • For identification purpose only