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Janco Holdings Limited Proxy Solicitation & Information Statement 2022

Jun 23, 2022

51228_rns_2022-06-23_885a2a80-815a-422d-b1d9-b17c034862ed.pdf

Proxy Solicitation & Information Statement

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Janco Holdings Limited 駿高控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8035)

PROXY FORM

Form of proxy for use by shareholders at the extraordinary general meeting to be held at 2:30 p.m. on Tuesday, 12 July 2022 at Unit 1608, 16th Floor, Tower A, Manulife Financial Centre, No. 223 Wai Yip Street, Kwun Tong, Kowloon, Hong Kong (or any adjournment thereof)

I/We (note a)

of

being the registered holder(s) of (note b) shares

of HK$0.01 each in the share capital of Janco Holdings Limited (the ‘‘Company’’) hereby appoint the Chairman of the extraordinary general meeting of the Company (the ‘‘Meeting’’) or of to act as my/our proxy (note c) to attend for me/us at the Meeting to be held at 2:30 p.m. on Tuesday, 12 July 2022 at Unit 1608, 16th Floor, Tower A, Manulife Financial Centre, No. 223 Wai Yip Street, Kwun Tong, Kowloon, Hong Kong (or any adjournment thereof) for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting and at the Meeting (or any adjournment thereof) to vote on my/our behalf and in my/our name(s) in respect of the said resolutions as indicated below or, if no indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONSFOR (note d)AGAINST (note d)
1. (a)To re-elect Mr Chan Kin Chung as non-executive Director.
(b)To re-elect Mr Chan William as independent non- executive Director.
(c)To authorise the board of Directors to fix the remuneration of the Directors.
2. To re-appoint Messrs McM (HK) CPA Limited as the auditor of the Company for the year ending 31
December 2022 and authorise the board of Directors to fix their remuneration.
3. To grant a general mandate to the Directors to allot, issue and deal with unissued shares in the share
capital of the Company, the aggregate number of which shall not exceed 20% of the aggregate
number of shares in the Company in issue as at the date of passing of this resolution.
4. To grant a general mandate to the Directors to purchase or buy-back the Company’s shares up to
10% of the aggregate number of shares in the Company in issue as at the date of passing of this
resolution.
5. To add the number of shares in the Company purchased or bought back by the Company pursuant to
the general mandate to the Directors under resolution no. 4 above to the general mandate granted to
the Directors under resolution no. 3 above.
* The full text of each of the resolutions is set out in the notice of the Meeting.
Date thisday of2022.Shareholder’s signature(notes e, f, g, h and i)
Notes:
a. Full name(s) and address(es) to be inserted in BLOCK CAPITAL LETTERS. The names of all joint registered holders should be stated.
b. Please insert the number of shares in the Company (the ‘‘Shares’’) registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the
Shares registered in your name(s).
c. A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words ‘‘the
Chairman of the extraordinary general meeting of the Company (the ‘‘Meeting’’) or’’ and insert the name and address of the person appointed in the space provided.
d. If you wish to vote for any of the resolutions set out above, please tick (‘‘P’’) the boxes marked ‘‘For’’. If you wish to vote against any resolutions, please tick (‘‘P’’) the
boxes marked ‘‘Against’’. If the form of proxy returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his
discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed
resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those set out in the
notice convening the Meeting.
e. Where there are joint registered holders of any Share, any one of such joint holders 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 are present at the Meeting, personally or by proxy, that one of the said persons so present whose name stands first on the
register of members in respect of such Share shall alone be entitled to vote in respect thereof.
f. 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 seal or under the hand of an officer or attorney duly authorised.
g. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority
must be deposited at the offices of the Company’s Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183
Queen’s Road East, Hong Kong not less than 48 hours before the time fixed for holding the Meeting (or any adjournment thereof).
h. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting (or any adjournment thereof) if you so wish.
i. Any alteration made to this form of proxy should be initialled by the person who signs the form.

PERSONAL INFORMATION COLLECTION STATEMENT

appointmentYour supply ofof ayourproxyand(oryourproxies)proxyand’s (oryourproxiesvoting’) name(s)instructionsandforaddress(es)the Meetingis on(thea ‘‘voluntaryPurposesbasis’’). Weformaythe transferpurpose yourof processingand your proxyyour ’requests (or proxiesfor the’) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us and to such partiesproxy’s who(or proxiesare authorised’) name(s)by andlaw address(es)to request thewillinformationbe retainedorforaresuchotherwiseperiod asrelevantmay befornecessarythe Purposesto fulfiland theneedPurposes.to receiveYour/yourthe information.proxy (orYourproxies)and yourhas/ haveand anythe suchright requestto requestshouldaccessbe toin and/orwritingcorrectionby mail toof thethe Companyrelevant personal’s headquartersdata in andaccordanceprincipalwithplacetheofprovisionsbusiness ofin theHongPersonalKong atDataUnit(Privacy)1608, 16thOrdinanceFloor, Tower A, Manulife Financial Centre, No. 223 Wai Yip Street, Kwun Tong, Kowloon, Hong Kong.