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Leader Education Limited — Proxy Solicitation & Information Statement 2025
Feb 6, 2025
49930_rns_2025-02-06_9a70ec66-4d19-468f-b9a8-e1dddcc2fae4.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.
Leader Education Limited
立德教育股份有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 1449)
SUPPLEMENTAL NOTICE OF ANNUAL GENERAL MEETING
Reference is made to the notice of annual general meeting for the year ended 31 August 2024 (the "AGM") of Leader Education Limited (the "Company") dated 31 December 2024 (the "Original Notice") which sets out the time and the venue of the AGM and contains resolutions to be proposed at the AGM for shareholders' approval. Unless otherwise defined herein, capitalised terms used in this supplemental notice shall have the same meaning as defined in the Original Notice.
SUPPLEMENTAL NOTICE IS HEREBY GIVEN THAT the AGM will be held as originally scheduled at Meeting Room, 7/F, First Teaching Building, Heilongjiang College of Business and Technology, No. 33 Qunying Street, Xueyuan Road, Limin Development Zone, Harbin City, Heilongjiang Province, China at 3:30 p.m. on 24 February 2025 for the purpose of considering, and if thought fit, passing the following resolution in addition to the resolutions set out in the Original Notice:
ORDINARY RESOLUTION
4A. To consider and approve the appointment of BDO Limited as the auditors of the Company to hold office until conclusion of the next annual general meeting, and to authorise the Board to fix their remuneration.
By Order of the Board
Leader Education Limited
Liu Laixiang
Chairman
Harbin, Heilongjiang Province, PRC, 7 February 2025
As at the date of this notice, the executive Directors are Mr. Liu Laixiang, Ms. Dong Ling, Mr. Wang Yunfu and Mr. Che Wenge; and the independent non-executive Directors are Mr. Zhang Su, Mr. Cao Shaoshan and Mr. Chan Ngai Fan.
Notes:
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Details of the above resolution are set out in the supplemental circular of the Company dated 7 February 2025 (the “Supplemental Circular”). The resolution no. 4 in the Original Notice is no longer applicable and should be deleted in its entirety from the Original Notice. Save for the above and the inclusion of the newly proposed resolution, there are no other changes to the resolutions set out in the Original Notice. Please refer to the Original Notice and the circular of the Company for the AGM dated 31 December 2024 (the “First AGM Circular”) for details of the other resolutions to be passed at the AGM and other relevant matters.
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A supplemental form of proxy (the “Supplemental Proxy Form”) in respect of the above resolution has been enclosed with the Supplemental Circular. If a shareholder has properly completed and submitted only the proxy form sent by the Company on 31 December 2024 together with the First AGM Circular (the “First Proxy Form”) in accordance with the instructions set out therein, the appointed proxy will vote on the resolutions set out in the First Proxy Form per the shareholder’s direction and he is entitled to vote or abstain at his discretion on the resolution set out in the Supplemental Proxy Form. Similarly, if a shareholder has properly completed and submitted only the Supplemental Proxy Form in accordance with the instructions set out therein, the appointed proxy will vote on the resolution set out in the Supplemental Proxy Form per the shareholder’s direction and he is entitled to vote or abstain at his discretion on the resolutions set out in the First Proxy Form. If a shareholder wishes to provide specific direction to his proxy regarding the voting of all resolutions set out in the First Proxy Form and the Supplemental Proxy Form, he should duly complete and submit both proxy forms in accordance with the instructions set out therein.
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To be valid, the Supplemental Proxy Form, together with the notarially certified power of attorney or other authority (if any) under which it is signed, must be lodged at the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong as soon as possible and in any event, not less than 48 hours before the time appointed for holding of the meeting or any adjournment thereof.
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For the purpose of determining the identity of the shareholders entitled to attend and vote at the AGM, the register of members of the Company will be closed from 19 February 2025 to 24 February 2025, both dates inclusive, during which period no transfer of shares will be effected. All transfers accompanied by the relevant certificates must be lodged with the Company’s Hong Kong branch share registrar, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong for registration not later than 4:30 p.m. on 18 February 2025.
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