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Launch Tech Company Limited — Proxy Solicitation & Information Statement 2012
Apr 3, 2012
50622_rns_2012-04-03_1042f6f1-a09c-4f0c-94c9-f9c937521000.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 notice, 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 notice.
深圳市元征科技股份有限公司 LAUNCH TECH COMPANY LIMITED
(a joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 2488)
NOTICE OF CLASS MEETING OF HOLDERS OF DOMESTIC SHARES
NOTICE IS HEREBY GIVEN that a class meeting of holders of the domestic shares of Launch Tech Company Limited (the “ Company ”) will be convened and held at 9th Floor, Office Block, Launch Industrial Park, North of Wuhe Road, Banxuegang Longgang District, Shenzhen, the PRC on Monday, 21 May 2012 at 11:40 a.m., for the purpose of considering and, if thought fit, approving the following special resolutions. Unless otherwise indicated, capitalized terms used herein shall have the same meaning as those defined in the circular of the Company dated 2 February 2011 (the “ Circular ”):
SPECIAL RESOLUTIONS
To consider and, if thought fit, pass (with or without amendments) the following resolutions as special resolutions:
1. “ THAT :
The validity period of all relevant resolutions relating to the Issue of A Shares (as defined in the Circular) in the same structure and manner and in essentially identical terms as those considered and passed at the special general meeting and the class shareholders meetings of the Company for each of the holders of H shares and holders of domestic shares of the Company held on 28 March 2011 (save and except as adjusted in the manner set out in the 2011 Announcement) be extended for a further one year commencing from 28 March 2012 and the authorization of the Board to make the final decision, do all acts and sign all such agreements and/or documents as the Board deems necessary for completing the Issue of A Shares be and are hereby considered and approved.”
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2. “ THAT :
The Issue of A Shares (as defined in Circular) in the same structure and manner and in essentially identical terms as those considered and passed at the special general meeting and the class shareholders meetings of the Company for each of the holders of H shares and holders of domestic shares of the Company held on 28 March 2011 (and except as adjusted in the manner set in the 2011 Announcement) and the authorization of the Board to make the final decision, do all acts and sign all such agreements and/or douments as the Board deems necessary for completing the Issue of A Shares be and are hereby considered and approved.”
By Order of the Board Launch Tech Company Limited Liu Xin Chairman
3 April 2012 Shenzhen, the PRC
Principal Place of Business in PRC:
9th Floor, Office Block, Launch Industrial Park, North of Wuhe Road, Banxuegang Longgang District, Shenzhen, the People’s Republic of China
Notes:
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(A) Any holder of the Company’s Domestic Shares, whose names appear on the register of members of the Company on Monday, 21 May 2012, are entitled to attend the Class Meeting of Holders of Domestic Shares (“Domestic Class Meeting”) and to vote thereat.
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(B) Any holder of the Company’s Domestic Shares entitled to attend and vote at the Domestic Class Meeting is entitled to appoint a proxy to attend and vote on his behalf. A proxy needs not be a shareholder of the Company. A shareholder holding two or more Domestic Shares may appoint more than one proxy.
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(C) Where a holder of Domestic Shares of the Company appoints more than one proxy, his proxies may only vote in a poll.
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(D) Holders of Domestic Shares of the Company who intend to attend the Domestic Class Meeting are required to complete and return to the Company’s principal place of business in the PRC the enclosed reply slip by Tuesday, 1 May 2012. Further details are set out in the reply slip and explanation thereto.
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(E) Completion and return of the proxy forms and reply slip will not affect the right of shareholders of the Company to attend and vote at the Domestic Class Meeting, if the shareholders of the Company so desire and, in such event, the instrument appointing a proxy shall be deemed to be revoked.
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(F) Holders of Domestic Shares shall deliver the proxy forms (and a notarially certified copy of the power of attorney or other authority if such proxy is signed by a person on behalf of the appointor pursuant to a power of attorney or other authority) and the reply slip to the Company’s principal place of business in the PRC.
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(G) The Domestic Class Meeting is expected to last for half an hour. Shareholders of the Company and proxies attending the Domestic Class Meeting shall be responsible for their own transportation and accommodation expenses.
As as the date hereof, the executive Directors of the Company are Mr. Liu Xin, Mr. Liu Jun, Ms. Huang Zhao Huan and Mr. Jiang Shiwen; the non-executive Directors of the Company are Ms. Liu Yong and Ms. Liu Xiaohua; the independent non-executive Directors of the Company are Mr. Pan Zhongmin, Mr. Liu Yuan and Dr. Zou Shulin.
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