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Leading Holdings Group Limited — Proxy Solicitation & Information Statement 2008
Apr 29, 2008
51112_rns_2008-04-29_638ce472-6e12-4d30-b6fa-078b5928a698.pdf
Proxy Solicitation & Information Statement
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CHALLENGER GROUP HOLDINGS LIMITED 挑戰者集團控股有限公司[*]
(Incorporated in the Cayman Islands with limited liability)
(Stock Code : 8203)
PROXY FORM
Proxy form for use at the Extraordinary General Meeting held on 20 May 2008
I/We (note 1)
of
being the registered holder(s) of
shares (note 2) of HK$0.01 each in the capital
of CHALLENGER GROUP HOLDINGS LIMITED 挑戰者集團控股有限公司* (the “ Company ”) HEREBY APPOINT THE CHAIRMAN OF THE MEETING or (note 3)
of
as my/our proxy to attend the Extraordinary General Meeting of the Company (or at any adjournment thereof) to be held at 27th Floor, Two Exchange Square, 8 Connaught Place, Central, Hong Kong on 20 May 2008 at 11:00 a.m. and to vote for me/us and in my/our name(s) as indicated below (note 4) .
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ORDINARY RESOLUTIONS For (note 4) Against (note 4)
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- To approve the Sale and Purchase Agreement (as defined in the Company’s circular dated 30 April 2008 (the “ Circular ”)) and all the transactions contemplated thereby.
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- To approve the CB Placing Agreement (as defined in the Circular), the Subscription Agreement (as defined in the Circular) and all the transactions contemplated thereby.
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To approve the Supply Agreement (as defined in the Circular), all the transactions contemplated thereby and the related Annual Caps (as defined in the Circular).
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To approve the re-election of Mr. Jonathan Soon P. Yeap (“ Mr. Yeap ”) as a director of the Company and to authorize the directors of the Company to fix the remuneration of Mr. Yeap.
Shareholder’s Dated the day of 2008 Signature (note 6)
Notes:
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS .
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Please insert the number of shares of HK$0.01 each registered in your name(s). If no number is inserted, the proxy form will be deemed to relate to all the shares of the Company registered in your name(s).
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If any proxy other than the Chairman is preferred, strike out “THE CHAIRMAN OF THE MEETING or” and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
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IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED “FOR” BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE BOX MARKED “AGAINST” BESIDE THE APPROPRIATE RESOLUTION. Failure to complete any or all boxes will entitle your proxy to cast his votes on the relevant resolutions at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.
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Under the Company’s articles of association, a resolution put to the vote of the meeting shall be decided on a show of hands unless a poll is properly demanded; and on a show of hands, every member present in person (or being a corporation, by duly authorised representative) shall have one vote.
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This proxy form must be in writing under your hand or the hand of your attorney duly authorized in writing or, in the case of a corporation must be either under its common seal or under the hand of an officer or, attorney or other person authorised to sign the same.
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Where there are joint registered holders of any share, any one of such persons may vote at any meeting, either personally or by proxy, in respect of such share as if he was solely entitled thereto; but if more than one of such joint holders be present at any meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.
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To be valid, the proxy form together with any power of attorney or other authority (if any) under which it is signed or a certified copy thereof, must be deposited with the Company’s branch share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited, Rooms 1806-1807, 18th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not less than 48 hours before the time for holding the meeting or any adjournment thereof.
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Any member of the Company entitled to attend and vote at the meeting shall be entitled to appoint another person as his proxy to attend and vote instead of him. A proxy need not be a member of the Company but must attend the meeting in person to represent you.
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Completion and deposit of the proxy form will not preclude you from attending and voting at the meeting should you so wish.
* For identification purpose only