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Leadway Technology Investment Group Limited — Proxy Solicitation & Information Statement 2008
Dec 22, 2008
50365_rns_2008-12-22_6b046737-02eb-4417-a0c8-09f37d160335.pdf
Proxy Solicitation & Information Statement
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(Incorporated in Hong Kong with limited liability under the Companies Ordinance)
(Stock Code: 882)
NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that an extraordinary general meeting of Tianjin Development Holdings Limited (the “ Company ”) will be held at Chater Room, 2nd Floor, Mandarin Oriental Hong Kong, 5 Connaught Road Central, Hong Kong on Friday, 9 January 2009 at 3:00 p.m. for the purpose of considering and, if thought fit, passing with or without amendments, the following resolutions as an ordinary resolution:
ORDINARY RESOLUTION
“ THAT :
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(a) a framework agreement dated 4 December 2008 entered into between the Tianjin Port Development Holdings Limited (“ Tianjin Port ”) and 天津港生活服務有限公司 (Tianjin Port Daily Life Services Company Limited*) (“ Tianjin Port Daily Life Services ”) in relation to the provision of integrated services by Tianjin Port Daily Life Services and its subsidiaries to Tianjin Port and its subsidiaries (the “ Integrated Services Framework Agreement ”), a copy of which has been produced to this meeting and marked “A” and signed by the chairman of the meeting (the “ Chairman ”) for the purpose of identification and as described in the circular of the Company dated 23 December 2008 of which the notice convening this meeting forms part, a copy of which has been produced to this meeting and marked “B” and signed by the Chairman for the purpose of identification, (the “ Circular ”) and the transactions contemplated thereunder and in connection therewith, be and are hereby approved, confirmed and ratified; and
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(b) the proposed annual caps as set out in the Circular in relation to the Integrated Services Framework Agreement for the three years ending 31 December 2011 be and are hereby approved;
and any one director of the Company or any other person authorised by the board of directors of the Company from time to time be and is hereby authorised for and on behalf of the Company to execute all such other documents and agreements and do such acts or things as he may in his absolute discretion consider to be necessary, desirable, appropriate or expedient to implement or give effect to the Integrated Services Framework Agreement and the transactions contemplated thereunder and the annual caps in relation to the Integrated Services Framework Agreement for the three years ending
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31 December 2011 or to be incidental to, ancillary to or in connection with the matters contemplated under the Integrated Services Framework Agreement and such annual caps, including agreeing and making any modifications, amendments, waivers, variations or extensions of the Integrated Services Framework Agreement and the transactions contemplated thereunder and the proposed annual caps in relation to the Integrated Services Framework Agreement for the three years ending 31 December 2011.”
By Order of the Board Tianjin Development Holdings Limited Yu Rumin Acting Chairman
Hong Kong, 23 December 2008
Notes:
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(1) Any member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and, on a poll, to vote instead of him. A proxy need not be a member of the Company.
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(2) To be valid, the form of proxy, together with the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of such power of attorney or authority, must be deposited at the share registrar of the Company, Tricor Tengis Limited at 26/F., Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the meeting (or any adjournment thereof, as the case may be).
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(3) The ordinary resolution as set out above will be determined by way of poll.
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(4) The translation into Chinese language of this notice is for reference only. In case of any inconsistency, the English version shall prevail.
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(5) As at the date of this notice, the board of directors of the Company consists of Mr. Yu Rumin, Mr. Wu Xuemin, Mr. Nie Jiansheng, Mr. Dai Yan, Mr. Hu Chengli, Dr. Wang Jiandong, Mr. Bai Zhisheng, Mr. Zhang Wenli, Mr. Sun Zengyin, Dr. Zong Guoying and Mr. Zheng Daoquan as executive directors; Mr. Cheung Wing Yui as nonexecutive director and Mr. Kwong Che Keung, Gordon, Mr. Lau Wai Kit and Dr. Cheng Hon Kwan as independent non-executive directors.
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For identification purpose only
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