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LifeTech Scientific Corporation Proxy Solicitation & Information Statement 2018

Aug 17, 2018

49836_rns_2018-08-17_908e128f-1f5c-45bd-b2fe-f89eaf4d33dd.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

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (the “ EGM ”) of LifeTech Scientific Corporation (the “ Company ”) will be held at Floor 8, LifeTech Building, Gaoxin South 1st Road, High-tech Park, Nanshan District, Shenzhen, PRC on Friday, 14 September 2018 at 10:00 a.m. or any adjournment thereof for the purpose of considering and if thought fit, passing the following resolution, with or without modification, as ordinary resolution of the Company:

ORDINARY RESOLUTION

  1. THAT the grant of share options (the “ Share Options ”) to Mr. XIE Yuehui (“ Mr. XIE ”), the Chairman, Chief Executive Officer, executive Director and substantial shareholder (as defined in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited) of the Company, to subscribe for 33,268,000 ordinary shares of US$0.00000125 each in the share capital of the Company (the “ Shares ”) at an exercise price of HK$2.630 per Share under the share option scheme adopted by the Company on 22 October 2011 (as amended by the unanimous written resolutions of the Board on 5 May 2015) (the “ Share Option Scheme ”) and on the such terms as stipulated in the offer letter to Mr. XIE issued by the Company pursuant to the Share Option Scheme be and is hereby approved and THAT the directors of the Company be and are hereby authorised to do all such acts and execute all such documents as may be necessary, desirable or expedient to give full effect to the grant of the Share Options to Mr. XIE and the issue of Shares upon the exercise of the Share Options by Mr. XIE.”

By Order of the Board LifeTech Scientific Corporation XIE Yuehui

Chairman, Chief Executive Officer and Executive Director

Hong Kong, 17 August 2018

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Notes:

  1. A form of proxy for use at the EGM is enclosed.

  2. Any member of the Company (“ 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.

  3. 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, Hong Kong, not less than 48 hours before the time fixed for holding the meeting (or any adjournment thereof).

  4. The Register of Members of the Company will be closed from 11 September 2018 to 14 September 2018 (both days inclusive), during which period no transfer of shares can be registered. In order to qualify to attend the meeting, all share transfer accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration no later than 4:30 p.m. on 10 September 2018.

As at the date of this notice, the board of directors comprises Mr. XIE Yuehui, Mr. ZHANG Deyuan and Mr. LIU Jianxiong being executive Directors of the Company; Mr. JIANG Feng being a non-executive Director of the Company; and Mr. LIANG Hsien Tse Joseph, Mr. ZHOU Luming and Mr. WANG Wansong being independent non-executive Directors of the Company.

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