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Keymed Biosciences Inc. Proxy Solicitation & Information Statement 2025

Jul 8, 2025

50412_rns_2025-07-08_5327b760-f399-43f2-a601-794778da04dd.pdf

Proxy Solicitation & Information Statement

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SUGA

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 Friday, 8 August 2025 at 3:00 p.m. or at any adjournment thereof

I/We (note 1)

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 him (notes 3 & 4)

of

or failing him, 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 24/F, Admiralty Centre I, 18 Harcourt Road, Hong Kong on Friday, 8 August 2025 at 3:00 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.

ORDINARY RESOLUTIONS For (note 5) Against (note 5)
1. To receive and adopt the audited consolidated financial statements for the year ended 31 March 2025 together with the report of the directors and the independent auditor's report.
2. To declare a final dividend for HK4.0 cents per share for the year ended 31 March 2025.
3. (a) (i) To re-elect Dr. Ng Chi Ho as a director.
(ii) To re-elect Mr. Ma Fung On as a director.
(iii) To re-elect Mr. Chan Kit Wang as a director.
(b) To authorise the board of directors to fix the directors' remuneration.
4. To re-appoint PricewaterhouseCoopers as auditor and authorise the board of directors to fix their remuneration.
5. To grant a general mandate to the directors to allot and issue new shares (ordinary resolution no.5 of notice of Annual General Meeting).
6. To grant a general mandate to the directors to repurchase the Company's own shares (ordinary resolution no.6 of the notice of Annual General Meeting).
7. To extend the general mandate granted to the directors pursuant to ordinary resolution no.5 by the addition of the total number of shares of the Company repurchased by the Company under the authority granted pursuant to ordinary resolution no.6 (ordinary resolution no.7 of the notice of Annual General Meeting).

Dated: _______, 2025

Shareholder's 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 in the space provided and strike out the words "or failing him, the Chairman of the meeting." IF NO NAME OF PROXY IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. Any alterations made in this form should be initialed by the person who signs it.
  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 17M, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not less than 48 hours before the time appointed for holding the meeting or adjourned meetings.

PERSONAL INFORMATION COLLECTION STATEMENT

(i) "Personal Data" in these statements has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO").
(ii) Your supply of Personal Data to the Company is on a voluntary basis. Failure to provide sufficient information, the Company may not be able to process your appointment of proxy and instructions.
(iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, its share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for our verification and record purposes.
(iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing to Personal Data Privacy Officer of Computershare Hong Kong Investor Services Limited at 17M, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong.

  • for identification purpose only