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Kingwell Group Limited — Proxy Solicitation & Information Statement 2019
Oct 25, 2019
49757_rns_2019-10-24_dd846f6e-6a82-4d53-9e65-30ff4464e24a.pdf
Proxy Solicitation & Information Statement
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(Incorporated in Bermuda with limited liability)
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(Stock Code: 559)
FORM OF PROXY FOR THE SPECIAL GENERAL MEETING
I/We[1]
of
being the registered holder(s) of[2] ordinary shares of HK$0.05 each in the share capital of
DETAI NEW ENERGY GROUP LIMITED (the ‘‘Company’’), HEREBY APPOINT[3]
of
or failing him, the chairman of the special general meeting of the Company (the ‘‘SGM’’) as my/our proxy to attend and vote for me/us and on my/our behalf at the SGM to be held at Portion 2, 12th Floor, The Center, 99 Queen’s Road Central, Hong Kong, on Thursday, 14 November 2019 at 10:30 a.m. and at any adjournment thereof for the purpose of considering and, if thought fit, passing the resolution set out in the notice convening the SGM (the ‘‘SGM Notice’’) and to vote for me/us in my/our name(s) in respect of the said resolution as indicated below.
Unless otherwise indicated, capitalisation terms used herein shall have the meanings as those defined in the circular of the Company dated 25 October 2019.
ORDINARY RESOLUTION FOR[4] AGAINST[4] To approve, confirm and ratify the deed of settlement (as amended and supplemented by the extension letter, the ‘‘Deed of Settlement’’) entered into among the Company, Excellent Point Asia Limited (the ‘‘Purchaser’’) and Mr. Zhu Yongjun dated 15 July 2019 setting out the terms and conditions of for the settlement of the payment obligations and liabilities of the Purchaser under the Third Completion, the Fourth Completion and the Fifth Completion, and the transactions contemplated thereunder, including but not limited to the entering into of the Service Agreement (the full text of the resolution is set out in the SGM Notice).
| Dated this day of Notes: 1. Full name(s) and address(es) to be |
2019 Signature(s) inserted in BLOCK CAPITALS. The names of all joint holders sh |
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|---|---|---|
| ould be stated. |
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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 of the Company registered in your name(s).
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Insert in BLOCK CAPITALS the name and address of the proxy desired in the space provided. If no name is inserted, the chairman of the SGM will act as your proxy. Any member entitled to attend and vote at the SGM shall be entitled to appoint another person as his proxy to attend and vote instead of him. A proxy need not be a member of the Company.
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IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK THE BOX MARKED ‘‘AGAINST’’. Failure to complete the box will entitle your proxy to cast his/her vote at his/her discretion.
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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 executed under its common seal or under the hand of an officer or attorney duly authorised.
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In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Company.
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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 notarially certified copy of such power or authority, must be deposited at the branch share registrar and transfer office of the Company in Hong Kong, Tricor Tengis 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 SGM or any adjournment thereof (as the case may be).
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Completion and deposit of this form of proxy will not preclude you from attending and voting at the SGM if you so wish and in such event, the instrument appointing a proxy shall be deemed to be revoked.
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Any alteration made in this form should be initialed by the person(s) who sign(s) it.
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The voting at the SGM (or at any adjournment thereof) shall be taken by way of poll.
PERSONAL INFORMATION COLLECTION STATEMENT
‘‘Personal Data’’ in this statement has the same meaning as ‘‘personal data’’ defined in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (‘‘PDPO’’), which include your and your proxy’s name and address. Your supply of the Personal Data is on a voluntary basis and for the purpose of processing your instructions as stated in this Proxy Form (the ‘‘Purposes’’). If you fail to supply sufficient information, the Company may not be able to process your instructions. The Company may disclose or transfer the Personal Data to its subsidiaries, its Share Registrar and/or third party service provider who provides administrative, computer and other services to the Company for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. The Personal Data will be retained for such period as may be necessary to fulfil the Purposes (including for verification and record purposes). Request for access to and/or correction of the Personal Data can be made in accordance with the provisions of the PDPO and any such request should be in writing and sent to the Privacy Compliance Officer of Tricor Tengis Limited at the above address.