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Kinetix Systems Holdings Limited Proxy Solicitation & Information Statement 2021

May 28, 2021

51501_rns_2021-05-27_23dc69d6-c582-432a-9ebc-69a58784bf2a.pdf

Proxy Solicitation & Information Statement

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KINETIX SYSTEMS HOLDINGS LIMITED 倢冠控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8606)

Form of proxy for annual general meeting (or any adjournment thereof)

I/We[1]

of

being the registered holder(s) of[2] shares of HK$0.01 each in the capital of the abovenamed company (the “ Company ”) HEREBY APPOINT[3] the Chairman of the meeting or

of

as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting of the Company to be held at Room 2702, Rykadan Capital Tower, 135 Hoi Bun Road, Kwun Tong, Kowloon, Hong Kong on Tuesday, 29 June 2021 at 10:30 a.m. and at any adjournment thereof in respect of the resolutions set out in the notice convening the said meeting as hereunder indicated, and, if no such indication is given, as my/our proxy thinks fit.

Ordinary Resolutions10 Ordinary Resolutions10 FOR4 FOR4 AGAINST4 AGAINST4
1. To receive and adopt the audited consolidated financial statements together with the
report of the directors and the independent auditor’s report of the Company for the year
ended 31 December 2020.
2. (i)To re-elect Mr. Cheng Kwan Ngai as a non-executive director of the Company.
(ii)To re-elect Ms. Chen Jie as a non-executive director of the Company.
(iii)To re-elect Ms. Lam Shun Ka as an independent non-executive director of the
Company.
(iv)To re-elect Dr. He Dazhi as an independent non-executive director of the
Company.
(v)To authorise the board of directors to fix the remuneration of the directors.
3. To re-appoint Moore Stephen CPA Limited as auditors of the Company and to authorise
the board of directors to fix their remuneration.
4. To grant a general mandate to the directors of the Company to allot, issue and deal with
additional shares of the Company not exceeding 20% of the total number of issued
shares of the Company as at the date of this resolution.
5. To grant a general mandate to the directors of the Company to repurchase shares of the
Company not exceeding 10% of the total number of issued shares of the Company as at
the date of this resolution.
6. To extend the general mandate granted to the directors of the Company under resolution
no. 4 by the number of shares repurchased under resolution no. 5.

Dated this day of 2021

Signature(s)[6]

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.

  2. 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 the shares in the capital of the Company registered in your name(s).

  3. If any proxy other than the Chairman of the meeting is preferred, delete the words “the Chairman of the meeting or” and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION TICK IN THE BOX MARKED “AGAINST”. Failure to tick a box will entitle your proxy to cast your 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.

  5. 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 or authority, must be delivered to the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not less than 48 hours before the time appointed for holding the said meeting.

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

  7. Where there are joint registered holders of any share, any one of such persons may vote at the meeting, 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 is present at the meeting, personally or by proxy, that one of the said persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

  8. The proxy need not be a member of the Company but must attend the meeting in person to represent you.

  9. Completion and return of this form of proxy will not preclude you from attending and voting at the meeting in person should you so wish and in that event, this form of proxy shall be deemed to be revoked.

  10. The description of these resolutions is by way of summary only. The full text appears in the notice convening the meeting as set out in the Company’s circular dated 28 May 2021.