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Kowloon Development Company Limited Proxy Solicitation & Information Statement 2009

Sep 2, 2009

48890_rns_2009-09-02_bb3b4d8b-fd65-45a0-b3cd-692b15a58b03.pdf

Proxy Solicitation & Information Statement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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九龍建業有限公司 KOWLOON DEVELOPMENT COMPANY LIMITED

(Incorporated in Hong Kong with limited liability)

(Stock Code: 34)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting of Kowloon Development Company Limited (the “Company”) will be held at Hennessy Room, Level 7, Conrad Hong Kong, Pacific Place, 88 Queensway, Hong Kong on Monday, 28 September 2009 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the following resolution as an ordinary resolution of the Company (with or without amendments):–

ORDINARY RESOLUTION

THAT :–

  • (a) the agreement dated 13 August 2009 entered into between the Company and Polytec Holdings International Limited in respect of the acquisition by the Company of the entire issued share capital of each of Best Award Investments Limited and High Cheer Investments Limited together with assignment of related shareholder’s loans (the “Agreement”) be and is hereby approved and confirmed; and

  • (b) any one director of the Company be and is hereby authorised for and on behalf of the Company to execute all such other documents, instruments and agreements and to do all such acts or things deemed by him/her to be incidental to, ancillary to or in connection with the matters contemplated in or relating to the Agreement and completion thereof as he/she may consider necessary, desirable or expedient.”

By Order of the Board Kowloon Development Company Limited Look Pui Fan Company Secretary

Hong Kong, 3 September 2009

KOWLOON DEVELOPMENT COMPANY LIMITED — Announcement

3 September 2009

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Notes:

  1. Any member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a member of the Company.

  2. To be valid, the form of proxy, together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be returned to the share registrars of the Company, Computershare Hong Kong Investor Services Limited of Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, as soon as possible and in any event not less than 48 hours before the time appointed for holding the meeting or any adjournment meeting.

  3. The votes of the shareholders to be taken at the meeting will be by a poll in which Polytec Holdings International Limited and its beneficial owners and their associates (as defined in the Listing Rules) including Mr Or Wai Sheun and his family members will abstain from voting.

  4. The English text of this notice shall prevail over the Chinese text.

As at the date of this announcement, the Directors of the Company are Mr Or Wai Sheun (Chairman), Ms Ng Chi Man, Mr Lai Ka Fai and Mr Or Pui Kwan as Executive Directors; Mr Keith Alan Holman (Deputy Chairman), Mr Tam Hee Chung and Mr Yeung Kwok Kwong as Non-executive Directors; and Mr Li Kwok Sing, Aubrey, Mr Lok Kung Chin, Hardy, Mr Seto Gin Chung, John and Mr David John Shaw as Independent Non-executive Directors.

KOWLOON DEVELOPMENT COMPANY LIMITED — Announcement 3 September 2009

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