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Keymed Biosciences Inc. Proxy Solicitation & Information Statement 2009

Jul 27, 2009

50412_rns_2009-07-27_f80b1da6-1b86-43d1-a02f-ceac6ec38e11.pdf

Proxy Solicitation & Information Statement

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SUGA INTERNATIONAL HOLDINGS LIMITED 信佳國際集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 912)

Proxy form for use at the Annual General Meeting to be held on Wednesday, 26 August, 2009 at 4:00 p.m. or at any adjournment thereof

I/We (note1)

of being the registered holder(s) of (note 2) shares of HK$0.10 each in the capital of SUGA INTERNATIONAL HOLDINGS LIMITED (“the Company”) HEREBY APPOINT (notes 3 & 4)

of

or failing which, the Chairman of the meeting, to act for me/us as my/our proxy to attend at the Annual General Meeting of the Company to be held at Room 3203, 32/F., Admiralty Centre I, 18 Harcourt Road, Hong Kong on Wednesday, the 26th day of August, 2009 at 4:00 p.m. (and at any adjournment thereof) and vote for me/us and on my/our behalf in respect of such resolutions as indicated below, and if no such indication is given, as my/our proxy thinks fit.

For (note 5) Against (note5) 1 To receive and adopt the audited consolidated financial statements, the report of the directors and the independent auditors’ report for the year ended 31 March, 2009. 2. To declare a final dividend for the year ended 31 March 2009. 3. (a) To re-elect Mr. MA Fung On as director. (b) To re-elect Mr. LEUNG Yu Ming, Steven as director. (c) To re-elect Mr. CHAN Kit Wang as director. (d) To authorise the board of directors to fix the directors’ remuneration. 4. To re-appoint PricewaterhouseCoopers as auditors and authorise the board of directors to fix their remuneration. 5. To pass ordinary resolution no. 5 of notice of Annual General Meeting (to grant a general mandate to the directors to allot and issue new shares and securities). 6. To pass ordinary resolution no. 6 of the notice of Annual General Meeting (to grant a general mandate to the directors to repurchase the Company’s own shares). 7. To pass ordinary resolution no.7 of the notice of Annual General Meeting (the general mandate granted to the Directors pursuant to ordinary resolution no. 5 is extended by the addition of an amount representing the aggregate nominal amount of share capital of the Company repurchased by the Company under the authority granted pursuant to ordinary resolution no. 6).

Dated :

2009 Signature (Note 6) :

Notes :

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint registered holders should be stated.

  2. Please insert the number of Shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all Shares registered in your name(s).

  3. Any shareholder entitled to attend and vote at the Meeting shall be entitled to appoint another person as his proxy to attend and vote instead of him. A shareholder who is the holder of two or more Shares may appoint more than one proxy to represent him and vote on his behalf. A proxy need not be a shareholder of the Company.

  4. 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 .

  5. 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 complete 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.

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

  7. If more than one of the joint registered holders be present at the Meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of shareholders in respect of such Share(s) shall be accepted to the exclusion of the votes of the other joint registered holders.

  8. To be valid, this proxy form together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power of attorney or authority, must be deposited at the Company’s Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited at Rooms 1806-7, 18th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the meeting or adjourned meetings.

  9. Any alterations made in this form should be initialled by the person who signs it.