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Inspur Digital Enterprise Technology Limited — Proxy Solicitation & Information Statement 2019
Nov 27, 2019
49324_rns_2019-11-27_dcab8faa-9dab-4ffc-b0dd-de86bcc52817.pdf
Proxy Solicitation & Information Statement
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INSPUR INTERNATIONAL LIMITED 浪潮國際有限公司
(incorporated in the Cayman Islands with limited liability)
(Stock Code: 596)
Proxy Form
Form of Proxy for use at the Extraordinary General Meeting (the “EGM”) to be convened on 13 December 2019 at 10:00 a.m. (or any adjournment thereof)
I/We (Note 1)
of
thebeingcapitalthe registeredof Inspur holder(s)Internationalof (Note Limited 2) (the____________________________________________________________________________________________________________________________________________________________________________“ Company ”), hereby appoint the chairman of the EGMsharesor of (Note HK$0.01 3) each (the “ Shares ”) in
of
as my/our proxy (Note 4) to act for me/us at the EGM (and at any adjournment thereof) of the Company to be held at Flats B & C, 30/F., Tower A, Billion Centre, 1 Wang Kwong Road, Kowloon Bay, Kowloon, Hong Kong, on 13 December 2019 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the following resolution as set out in the notice convening the EGM and at the EGM, and at any adjournment thereof, and to vote for me/us in my/our name(s) as indicated below in respect of such resolution and, if no such indication is given, as my/our proxy thinks fit.
ORDINARY RESOLUTIONS FOR (Note 5) AGAINST (Note 5) 1 (a) To approve, confirm and ratify the Second Supplemental Agreement (as defined in the circular of the Company dated 28 November 2019 (the “Circular”)) (copy of the Second Supplemental Agreement has been tabled at the meeting and marked “A” signed by the Chairman of the meeting for the purpose of identification); (b) To approve, confirm and ratify the proposed revised annual caps of the Selling Agency Transactions (as defined and more particularly described in the Circular) for the two years ending 31 December 2020 and the proposed extension of the Selling Agency Transactions to the year ending 31 December 2021 under new annual caps; and (c) To authorize the Directors of the Company to take such actions and execute such documents as they may consider appropriate and expedient to carry out or give effect to or otherwise in connection with or in relation to the Second Supplemental Agreement (including the revised annual caps for the two years ending 31 December 2020 and the extension of the Selling Agency Transactions to the year ending 31 December 2021 under new annual caps).
Signed this
day of 2019.
Shareholders’ signature (Notes 7 & 8) :
Notes:
-
Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint holders should be stated.
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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 such Shares registered in your name(s).
- Please insert the name and address of the proxy desired in the space provided. Any alteration made to this form of proxy must be initialed by the person who signs it . If no name is inserted, the duly appointed chairman of the EGM will act as your proxy.
- A proxy need not be the chairman of the EGM. If you wish to appoint a person other than the chairman of the EGM as your proxy, please delete the words “the chairman of the EGM or” and insert the name and address of the person appointed as your proxy in the space provided.
5. IMPORTANT: If you wish to vote for or against the resolution, please place a “ ✔ ” in the box marked “FOR” or the box marked “AGAINST” as appropriate. Failure to complete a box will entitle your proxy to cast your vote(s) or abstain at his discretion. Your proxy will also be entitled to vote or abstain at his discretion on any resolution properly put to the EGM other than that referred to in the notice convening the EGM.
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The full text of these resolutions appears in the notice of the EGM dated 28 November 2019.
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This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either under its seal or under the hand of an officer, attorney or other person duly authorized to sign the same.
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In case of joint holders of any share, any one of such joint holders may vote at the EGM, 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, then one of the said persons so present being the most or, as the case may be, the more senior shall alone be entitled to vote in respect of the relevant joint holding and, for this purpose, seniority shall be determined by reference to the order in which the names of the joint holders stand on the register in respect of the relevant joint holding.
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A proxy need not be a member of the Company.
10. In order to be valid, this form of proxy and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power or authority, shall be delivered to the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the EGM or any adjournment thereof. Completion and return of the proxy form will not preclude you from attending and voting in person at the EGM or any adjournment thereof, should you so wish.