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Kowloon Development Company Limited Proxy Solicitation & Information Statement 2023

Apr 25, 2023

48890_rns_2023-04-25_df5102d5-7aa0-493f-980f-df92933f66e7.pdf

Proxy Solicitation & Information Statement

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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)

PROXY FORM FOR THE ANNUAL GENERAL MEETING

I/We[(Note][1)] of being the registered holder(s) of[(Note][2)] shares of KOWLOON DEVELOPMENT COMPANY LIMITED (the “ Company ”), HEREBY APPOINT[(Note][3)]

of or, failing him/her, the Chairman of the meeting as my/our proxy to act for me/us at the Annual General Meeting of the Company to be held at 9th Floor, Pioneer Centre, 750 Nathan Road, Kowloon, Hong Kong on Wednesday, 7 June 2023 at 4:00 pm (Hong Kong time) (or, in the event that a tropical cyclone warning signal number 8 or above is hoisted, or a black rainstorm warning signal or “extreme conditions” caused by a super typhoon announced by the Government of the Hong Kong Special Administrative Region is/are in force in Hong Kong at 1:00 pm (Hong Kong time) on that day, at the same time and place on Thursday, 8 June 2023) and at any adjournment thereof to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below or, if no such indication is given, as my/our proxy thinks fit.

Ordinary Resolutions For (Note 4) For (Note 4) Against (Note 4)
1 To receive and consider the audited financial statements together with the reports of the directors and
the auditor thereon for the year ended 31 December 2022.
2 To declare a final dividend for the year ended 31 December 2022.
3 (a)To re-elect Mr Lai Ka Fai as director.
(b)To re-elect Mr Lam Yung Hei as director.
(c)To re-elect Ms Ng Chi Man as director.
(d)To re-elect Mr Li Kwok Sing, Aubrey as director.
(e)To re-elect Mr Hsu Duff Karman as director.
(f)To authorise the board of directors of the Company to fix the directors’ remuneration.
4 To re-appoint KPMG as auditor and authorise the board of directors of the Company to fix the auditor’s
remuneration.
5 To grant a general mandate to the directors to allot, issue and deal with additional shares not exceeding
20% of the total number of the issued shares of the Company.#
6 To grant a general mandate to the directors to repurchase shares not exceeding 10% of the total number
of the issued shares of the Company.#
7 To extend the general mandate to the directors to issue new shares by adding the number of the shares
repurchased.#

Dated this day of 2023.

Signature[(Note][5)] :

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 proxy form will be deemed to relate to all the shares of the Company registered in your name(s).

  3. Please insert the full name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. 4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK IN THE BOX MARKED “AGAINST”. Failure to complete either box will entitle your proxy to cast his/her vote at his/her discretion.

  4. This proxy form 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 be signed under the hand of its officer or attorney duly authorised.

  5. In the case of joint holders, any one of such holders may attend and vote at the meeting either personally or by proxy, but if more than one of such joint holders are present at the meeting personally or by proxy, one of the said persons so present whose name stands first on the Register of Members in respect of the joint holding shall alone be entitled to vote in respect thereof.

  6. To be valid, this proxy form, together with any power of attorney or other authority under which it is signed or a notarially certified copy thereof, must be deposited at the office of the Company’s share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours (excluding Sunday and public holidays) before the time appointed for holding the meeting or any adjournment thereof.

  7. Any shareholder entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and, on a poll, vote instead of him/her. A proxy need not be a shareholder of the Company.

  8. Completion and return of this proxy form will not preclude you from attending and voting in person at the meeting or any adjournment thereof if you so wish and, in such event, the proxy form shall be deemed to be revoked.

  9. ANY ALTERATION MADE IN THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  10. NO REFRESHMENTS OR DRINKS WILL BE SERVED DURING THE MEETING.

PERSONAL INFORMATION COLLECTION STATEMENT

  • (i) “Personal Data” in this statement has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance (“ PDPO ”) (Chapter 486 of the Laws of Hong Kong). (ii) The supply of your Personal Data to the Company is on a voluntary basis and such data will be used for processing your instructions as stated in this proxy form.

  • (iii) Your Personal Data will not be transferred to any third parties (other than the share registrar of the Company) unless it is a requirement to do so by law and will be retained for such period as may be necessary for our verification and record purposes.

  • (iv) You and your appointed proxy have the right to request access to and/or correction of the respective Personal Data in accordance with the provisions of the PDPO. Any such request should be addressed to the Personal Data Privacy Officer of Computershare Hong Kong Investor Services Limited in writing.

The full text of the Resolution is set out in the Notice of Annual General Meeting.