AI assistant
L.K. Technology Holdings Limited — Proxy Solicitation & Information Statement 2022
Nov 7, 2022
49296_rns_2022-11-07_e5cec7e9-4aa9-423d-a036-24b2e07d00fe.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, 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 document.
ORIENT OVERSEAS (INTERNATIONAL) LIMITED 東方海外( 國際) 有限公司 *
(Incorporated in Bermuda with members’ limited liability)
(Stock Code: 316)
SUPPLEMENTAL NOTICE OF SPECIAL GENERAL MEETING
Reference is made to the circular of ORIENT OVERSEAS (INTERNATIONAL) LIMITED (the “Company”) dated 21st October 2022 (the “Original Circular”) and the notice of the Special General Meeting (the “Original Notice”) of the Company dated 21st October 2022. This supplemental notice should be read together with the Original Notice.
SUPPLEMENTAL NOTICE is hereby given that the Special General Meeting (the “SGM”) will be held as originally scheduled on Thursday, 24th November 2022 at 10:00 a.m. at Dynasty Room, 7th Floor, The Dynasty Club, South West Tower, Convention Plaza, 1 Harbour Road, Wanchai, Hong Kong to transact the following business in addition to the resolutions set out in the Original Notice.
Unless the context requires otherwise, the terms used in this supplemental notice of SGM shall have the same meanings as those defined in the Original Circular, the supplemental circular of the Company dated 8th November 2022 and the Original Notice.
ORDINARY RESOLUTION
- “ THAT the Shipbuilding Transaction (as defined in the supplemental circular of the Company dated 8th November 2022 of which this supplemental notice forms part) be and is hereby approved and confirmed and that any Director of the Company be and is hereby authorised to do all such further acts and things, to execute such further documents and to take all such steps which in their opinion may be necessary, desirable or expedient to implement and/or give effect to the terms of such agreement.”
By order of the Board Orient Overseas (International) Limited XIAO Junguang Company Secretary
Hong Kong, 8th November 2022
- For identification purpose only
1
Notes:
-
(i) The special resolution numbered 4 as set out in the Original Notice is re-numbered as special resolution numbered 5.
-
(ii) A revised proxy form containing the ordinary resolution numbered 4 stated above is enclosed with the supplemental circular of the Company dated 8th November 2022. Please refer to the section headed “Special General Meeting” in the letter from the Board on pages 11 to 12 of the supplemental circular for arrangements on the completion and submission of the revised proxy form.
-
(iii) Apart from the ordinary resolution numbered 4 stated above and the relevant information as set out in the supplemental circular, all other matters of the SGM remain unchanged. Please refer to the Original Circular for details of the other resolutions to be considered and approved at the SGM, eligibility for attending the SGM, closure of register of members and other relevant matters.
-
(iv) If typhoon signal No.8 (or above) is hoisted or extreme conditions and/or black rainstorm warning signal are in force at any time between 6:00 a.m. and 10:00 a.m. on the date of the SGM, the SGM may be adjourned in accordance with the Bye-laws of the Company.
The Company will publish an announcement on the websites of both the Stock Exchange (https://www.hkex.com.hk) and the Company (https://www.ooilgroup.com) to notify the Shareholders that the SGM has been adjourned (however, failure to publish such notice shall not affect the adjournment of such meeting). Shareholders may also contact the Branch Share Registrar (telephone: 852 2862 8555) for enquiries.
The Company will publish a further announcement on the websites of the Stock Exchange and the Company to notify the Shareholders of the date, time and location of the adjourned SGM.
Shareholders should in any event exercise due care and caution when deciding to attend the SGM in adverse weather condition.
-
(v) In the event of any regulation imposed by the Hong Kong Government due to COVID-19 requiring change of the date or venue of the SGM, the Shareholders of the Company will be notified of the revised arrangement in the same manner as provided in note (iv) above.
-
(vi) If any shareholder of the Company has any particular access request or special need for participating in the SGM, please contact the Branch Share Registrar (telephone: 852 2862 8555) on or before 22nd November 2022.
-
(vii) The Chinese translation of this notice is for reference only. In case of any inconsistency, the English version shall prevail.
As at the date of this supplemental notice, the Directors of the Company are:
Executive Directors: Mr. WAN Min, Mr. HUANG Xiaowen and Mr. YANG Zhijian Non-Executive Directors: Mr. TUNG Lieh Cheung Andrew, Mr. YAN Jun, Ms. WANG Dan and Mr. IP Sing Chi Independent Non-Executive Mr. CHOW Philip Yiu Wah, Dr. CHUNG Shui Ming Timpson, Directors: Mr. YANG Liang Yee Philip, Ms. CHEN Ying and Mr. SO Gregory Kam Leung
2
PRECAUTIONARY MEASURES FOR SPECIAL GENERAL MEETING
The health of the Shareholders, stakeholders and staff of the Company is of paramount importance to us. In view of the ongoing COVID-19 pandemic, the Company will implement the following at the SGM as part of the control measures to safeguard the health and safety of our attending Shareholders, stakeholders and staff of the Company:
-
(i) compulsory body temperature checks will be conducted for every attending shareholder, proxy or other attendee at the entrance of the SGM venue. Any person with a body temperature of over 37.5 degrees Celsius or who has any flu-like symptom or or is otherwise apparently unwell will be denied entry into the SGM venue or be required to leave the SGM venue;
-
(ii) each attendee must scan the “LeaveHomeSafe” venue QR code and comply with the requirements of the Vaccine Pass Direction (defined under the Prevention and Control of Disease (Vaccine Pass) Regulation (Cap. 599L of the Laws of Hong Kong)) prior to entry into the SGM venue;
-
(iii) each attendee would be required to wear a surgical face mask throughout the SGM and inside the SGM venue;
-
(iv) any person who does not comply with the precautionary measures to be taken at the SGM, or is subject to any Hong Kong Government prescribed quarantine will be denied entry into the SGM venue or be required to leave the SGM venue;
-
(v) seating at the SGM venue will be arranged so as to allow for appropriate social distancing in accordance with prevailing requirements or guidelines published by the Hong Kong Government of the SGM date. Accordingly, for compliance reason, there will be limited capacity for Shareholders to attend SGM;
-
(vi) no refreshments and beverages will be served; and
-
(vii) before entering the SGM venue, each attendee must provide either: (i) a photo showing the negative result of a rapid antigen test (RAT) for COVID-19 conducted within 24 hours prior to the commencement of the SGM, with the (a) full name of the attendee, and (b) the date and time of taking the test marked on the RAT testing kit; or (ii) an SMS (Short Message Service) notification containing the negative result of a polymerase chain reaction-based nucleic acid (PCR) test issued within 48 hours prior to the commencement of the SGM.
3
The Company will closely monitor the COVID-19 pandemic situation in Hong Kong and reserves the right to take further measures or make any change to the arrangement of the SGM as appropriate in order to minimise any risk to the attending Shareholders, stakeholders and staff of the Company, and to comply with any requirement or recommendation of any government authority from time to time.
The Company would like to remind all attending Shareholders that physical attendance in person at the SGM is not necessary for the purpose of exercising voting rights. The Company encourages the Shareholders to appoint the chairman of the SGM as their proxy to vote as instructed by the Shareholders on the relevant resolutions at the SGM, instead of attending the SGM in person.
If any Shareholder not attending the SGM in person has any question about the resolutions proposed to be passed at the SGM or about the Company, or has any matter for communication with the Board, he/she is welcome to send such question or matter in writing to the Company’s principal office at 31st Floor, Harbour Centre, 25 Harbour Road, Wanchai, Hong Kong, China (Attention: Company Secretary) or to the Company’s email at [email protected].
In the event of any regulation imposed by the Hong Kong Government due to COVID-19 requiring change of the date or venue of the SGM, the Shareholders will be notified of the revised arrangements in the same manner as provided in note (iv) in the supplemental notice of SGM.
If any Shareholder has any question relating to the SGM, please contact the Branch Share Registrar as follows:
Computershare Hong Kong Investor Services Limited 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong Enquiries: https://www.computershare.com/hk/contact Tel: 852 2862 8555 Fax: 852 2865 0990
4