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Jiangxi Rimag Group Co., Ltd. — Proxy Solicitation & Information Statement 2007
Apr 30, 2007
50650_rns_2007-04-30_e196e3ed-e9a0-4e6d-8637-95f6721d20da.pdf
Proxy Solicitation & Information Statement
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ARTS OPTICAL INTERNATIONAL HOLDINGS LIMITED 雅視光學集團有限公司[*]
(Incorporated in Bermuda with limited liability)
(Stock Code: 1120)
Form of proxy for use at the 2007 Annual General Meeting (or at any adjournment thereof)
I/We[1] ,
of
being the registered holder(s) of 2 shares of HK$0.10 each in the capital of Arts Optical International Holdings Limited (the “ Company ”), HEREBY APPOINT the Chairman of the Meeting or 3 (holder of Hong Kong Identity Card or any Passport no. )[4] as my/our proxy to act for me/us at the 2007 Annual General Meeting (or at any adjournment thereof) of the Company to be held at Function Room – Cypress, Hotel InterContinental Hong Kong, 18 Salisbury Road, Kowloon, Hong Kong on 23rd May, 2007 at 3:00 p.m. for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the said 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 said resolutions as indicated hereinbelow or, if no such indication is given, as my/our proxy thinks fit.
being the registered holder(s) of
| ORDINARY RESOLUTIONS | FOR5 | AGAINST5 | |
|---|---|---|---|
| 1. | To receive and consider the audited Financial Statements and the Reports of the Directors and | ||
| Independent Auditor for the year ended 31st December, 2006. | |||
| 2. | To declare a final dividend for the year ended 31st December, 2006. | ||
| 3. | (a)To re-elect Mr. Wong Chi Wai as a Director. | ||
| (b)To re-elect Mr. Chung Hil Lan Eric as a Director. | |||
| (c)To re-elect Mr. Francis George Martin as a Director. | |||
| 4. | To authorise the Remuneration Committee to fix the remuneration of the executive Directors. | ||
| 5. | To approve the payment of remuneration to each of the independent non-executive Directors. | ||
| 6. | To re-appoint Messrs. Deloitte Touche Tohmatsu as the Auditor and to authorise the Board of | ||
| Directors to fix their remuneration. | |||
| 7. | To give a general mandate to the Directors for the repurchase of Shares. | ||
| 8. | To give a general mandate to the Directors for the issue of Shares up to: | ||
| (a)5% of the issued share capital of the Company in the case of an allotment and issue of | |||
| Shares for cash; and | |||
| (b)20% of the issued share capital of the Company in the case of an allotment and issue | |||
| of Shares other than for cash. |
Dated this
day of 2007 Signature[6] :
Notes:
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint holders should be stated. 2. Please insert the number of shares of HK$0.10 each registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).
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(a) If any proxy other than the Chairman of the Meeting is preferred, strike out the words “the Chairman of the Meeting or” and insert the name of the proxy desired in the space provided.
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(b) You may appoint more than one proxy to attend and vote at the Meeting on your behalf. The proxy/proxies need not be a member(s) of the Company but must attend the Meeting in person to represent you.
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(c) Completion and deposit of the form of proxy will not preclude you from attending and voting at the Meeting if you so wish.
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Please fill in EITHER the Hong Kong identity card OR passport number of the proxy. The proxy should bring along his Hong Kong identity card or passport and is required to show it for identification purpose before entering into the venue of the Meeting.
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(a) Important: if you wish to vote for any resolution, tick in the box marked “FOR” beside the appropriate resolution. If you wish to vote against any resolution, tick in the box marked “AGAINST” beside the appropriate resolution. If no such indication is given, your proxy is entitled to vote on your behalf at his absolute discretion.
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(b) If you wish to vote both “FOR” and “AGAINST” in any single resolution, please state clearly the respective number of shares to which each vote of “FOR” and “AGAINST” relates.
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(c) In the case of joint holders, the vote of the senior who tenders a vote, whether present in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s), and for this purpose seniority shall be determined by the order in which the names stand in the register of members in respect of the joint holding.
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(a) 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 any officer, attorney or other person duly authorised.
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(b) Any alteration made to this form of proxy must be initialled by the person who signs it.
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(c) In order to be valid, this form of proxy, together with the power of attorney or other authority, if any, under which it is signed or a certified copy of such power of authority, must be lodged with the Company’s share registrars in Hong Kong, Secretaries Limited, at 26/F., Tesbury Centre, 28 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof (as the case may be).
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* For identification purpose only