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LifeTech Scientific Corporation — Proxy Solicitation & Information Statement 2014
Aug 21, 2014
49836_rns_2014-08-21_88bb07dc-5d82-4c38-832c-7833747b492a.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 announcement, 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 announcement.
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LifeTech Scientific Corporation 先健科技公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1302)
NOTICE OF EXTRAORDINARY GENERAL MEETING
NON-EXEMPT CONTINUING CONNECTED TRANSACTION THE SECOND SUPPLEMENTAL DISTRIBUTION AGREEMENT WITH MEDTRONIC
NOTICE OF THE EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that the extraordinary general meeting of LifeTech Scientific Corporation (the “ Company ”) will be held at Floor 3, Cybio Electonic Building, Langshan 2nd Street, North Area of High-tech Park, Nanshan District, Shenzhen, PRC on 15 September 2014 at 10:00 a.m. for the purpose of considering as special business and, if thought fit, passing the following resolutions, with or without amendments:
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“AS AN ORDINARY RESOLUTION, THAT
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(a) the entering into the Second Supplemental Distribution Agreement dated 13 June 2014 among the Company, Permed, Lifetech (Shenzhen) and Medtronic, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;
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(b) the proposed annual caps for the year ending 31 December 2014, 2015, 2016, 2017 and 2018 as set out in the circular of the Company dated 21 August 2014, be and are hereby approved, confirmed and ratified; and
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(c) any one Director be and is hereby authorized to do all such acts and things and execute all such documents which he considers necessary, desirable or expedient for the purpose of, or in connection with, the implementation of and giving effect to the Second Supplemental Distribution Agreement and the respective transactions contemplated thereunder, and to make or agree such variations of a non-material nature to any of the terms thereof as any Director may in this discretion consider to be desirable and in the interests of the Company.”
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Capitalised terms in this notice of EGM shall have the same meanings as defined in the circular of the Company dated 21 August 2014 unless the context otherwise specified.
By Order of the Board LifeTech Scientific Corporation XIE Yuehui Chairman
Hong Kong, 21 August 2014
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Notes:
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(1) A member entitled to attend and vote at the meeting convened by the above notice is entitled to appoint one or, if he is the holder of two or more shares, more proxies to attend and, subject to the provisions of the articles of association of the Company, vote in his stead. A proxy need not be a member of the Company.
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(2) In order to be valid, the proxy form and 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 delivered to the Company’s branch share registrar, Tricor Investor Services Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 48 hours before the time fixed for holding the meeting (or any adjournment thereof).
As at the date of this announcement, the Board comprises Mr. XIE Yuehui and Mr. ZHAO Yiwei Michael being executive directors of the Company; Mr. WU Jianhui, Mr. MARTHA Geoffrey Straub, Dr. LIDDICOAT John Randall and Mr. JIANG Feng, being non-executive directors of the Company; and Mr. LIANG Hsien Tse Joseph, Mr. ZHOU Gengshen and Mr. ZHOU Luming being independent non-executive directors of the Company.
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