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KPM Holding Limited — Proxy Solicitation & Information Statement 2023
May 25, 2023
51222_rns_2023-05-25_e6c5542d-90ba-4788-84c9-1aed6fd2104c.pdf
Proxy Solicitation & Information Statement
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KPM HOLDING LIMITED * 吉輝控股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 8027)
PROXY FORM
Form of proxy for use by the shareholders of KPM Holding Limited (the ‘‘Company’’) at the annual general meeting (the ‘‘Meeting’’) to be convened at Portion 2, 12/F., The Center, 99 Queen’s Road Central, Central, Hong Kong on Friday, 30 June 2023 at 12:00 noon (or any adjournment thereof).
I/We[(note][a)]
of
being the holder(s) of
(note b) shares of HK$0.03125 each of the Company hereby
appoint the chairman (the ‘‘Chairman’’) of the Meeting or
of
to act as my/our proxy[(note][c)] at the Meeting to be held at Portion 2, 12/F., The Center, 99 Queen’s Road Central, Central, Hong Kong on Friday, 30 June 2023 at 12:00 noon and at any adjournment thereof and to vote on my/our behalf as directed below.
Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast[(note][d)] .
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ORDINARY RESOLUTIONS FOR [(note] [d)] AGAINST [(note] [d)]
1. To receive, consider and adopt the audited consolidated financial statements and the reports of
the directors (each a ‘‘Director’’) and auditors of the Company for the year ended 31
December 2022;
2. (a) To re-elect Ms. Kong Weishan as an executive Director;
(b) To re-elect Mr. Lau Muk Kan as an independent non-executive Director;
(c) To authorise the board of Directors to fix the Directors’ remuneration;
3. To re-appoint the Company’s auditors and authorise the board of Directors to fix their
remuneration;
4. To grant the general mandate to the Directors to issue, allot and otherwise deal with new
shares not exceeding 20% of the number of issued shares of the Company;
5. To grant the general mandate to the Directors to repurchase shares of the Company not
exceeding 10% of the number of issued shares of the Company;
6. To add the number of shares repurchased by the Company to the mandate granted to the
Directors under resolution no. 4; and
SPECIAL RESOLUTION FOR [(note] [d)] AGAINST [(note] [d)]
7. To amend the existing memorandum and articles of association of the Company and to adopt
the second amended and restated memorandum and articles of association of the Company.
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Dated the day of 2023
Shareholder’s signature x x[(notes][e,][f,][g][and][h)]
Notes:
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a Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. The names of all joint holders should be stated. b 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).
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c ofA proxythe Meetingneed notor’’beanda shareholderinsert the nameof theandCompany.address ofIf theyoupersonwish toappointedappoint someproxypersonin the otherspace thanprovided.the Chairman of the Meeting as your proxy, please delete the words ‘‘the Chairman
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d If‘‘Againstyou wish’’. Ifto thisvoteformfor anyreturnedof the isresolutionsduly signedset butout withoutabove, pleasespecifictickdirection(‘‘✓’’) theon boxesany ofmarkedthe proposed‘‘For’’.resolutions,If you wishtheto voteproxyagainstwill voteany resolutions,or abstain atpleasehis/hertickdiscretion(‘‘✓’’) thein boxesrespectmarkedof all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his/her discretion. A proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those set out in the notice convening the Meeting.
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e In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that one of the joint holder whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.
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f The form of proxy must be signed by a shareholder of the Company, or his/her attorney duly authorised in writing, or if the shareholder is a corporation, either under its common seal or under the hand of an officer or attorney so authorised.
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g depositedTo be valid,at thisthe Hongform ofKongproxybranchtogethersharewithregistrarany powerof theof Company,attorney orUnionother authorityRegistrars(ifLimited,any) underat Suiteswhich3301-04,it is signed33/F.,or aTwonotariallyChinachemcertifiedExchangecopy of Square,such power338 orKingauthority’s Road,mustNorthbe Point, Hong Kong not later than 48 hours before the time of the Meeting or any adjourned meeting.
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h Completion and return of the form of proxy will not preclude you from attending and voting in person at the annual general meeting or any adjournment thereof should you so wish, and in such event, the form of proxy shall be deemed to be revoked.
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i Any alteration made to this form should be initialled by the person who signs the form.
Personal Information Collection Statement:
‘‘thePersonalPersonalDataData’’ inisthison statementa voluntaryhasbasisthe sameand formeaningthe purposeas ‘‘personalof processingdata’’ definedyour instructionsin the Personalas statedData in(Privacy)this formOrdinance,of proxy Chapter(the ‘‘Purposes486 of the’’). LawsIf youoffailHongto supplyKong (‘‘sufficientPDPO’’).information,Your supplytheof 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 Union Registrars Limited at the above address.
- For identification purposes only