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Medlive Technology Co., Ltd. — Proxy Solicitation & Information Statement 2023
Mar 30, 2023
50436_rns_2023-03-30_f3c0d8ac-7e6c-47dd-9472-f3b99be06a25.pdf
Proxy Solicitation & Information Statement
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海信家電
HISENSE HOME APPLIANCES GROUP CO., LTD. 海信家電集團股份有限公司
(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 00921)
PROXY FORM FOR USE AT THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON 19 APRIL 2023
The number of H shares to which this proxy form relates: (Note 1)
I/We (Note 2)
of
being the registered holder(s) of
H shares (Note 3) in Hisense Home Appliances
Group Co., Ltd. (the “ Company ”), hereby appoint the chairman of the annual general meeting of the Company or
(Note 4)
as my/our proxy or proxies to attend, and vote for me/us and on my/our behalf at the 2023 third extraordinary general meeting of the Company (or any adjournment of such meeting) (the “ EGM ”) to be held at the conference room of Hisense Building, No.17 Donghai West Road, Qingdao City, Shandong Province, the People’s Republic of China at 3:00 p.m. on Wednesday, 19 April 2023 to vote on the following resolutions as indicated. Failure to complete the boxes will entitle my/our proxy or proxies to vote at his/her discretion:
| ORDINARY RESOLUTIONS By way of cumulative voting (Note 5) (Please insert the number of votes) To consider and approve the resolutions on the election of executive directors of the eleventh session of the Board Company: 1.1 To elect Mr. Hu Jian Yong as an executive director of the eleventh session of the Board and to fix the level of his remuneration. 1.2 To elect Mr. Yu Zhi Tao as an executive director of the eleventh session of the Board and to fix the level of his remuneration. |
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|---|---|---|
| 1. |
Signed this day of
Signature (Note 6) :
Notes:
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Please insert the number of H shares to which this proxy form relates. If no number is inserted, this proxy form will be deemed to relate to all shares registered in your name(s).
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Please insert full name(s) and address(es) in BLOCK CAPITALS as shown in the register of members of the Company.
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Please insert the number of all the H shares in the Company registered in your name(s).
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If any proxy other than the chairman is preferred, please strike out “the chairman of the extraordinary general meeting of the Company” and insert the name(s) and address(es) of the proxy or proxies desired in the space provided. A shareholder is entitled to appoint one or more person(s) to be his/her proxy or proxies. A proxy may or may not be a shareholder of the Company. Any alteration made to this proxy form must be initialled by the person who signs it.
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Please note that according to Article 10.3 of the Articles of Association of the Company, cumulative voting system shall be adopted for the election of directors of the Company at shareholders’ general meetings. When you fill in the boxes marked “By way of cumulative voting”, please complete them in accordance with the following instructions:
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(1) In relation to resolutions numbered 1.1 to 1.2, each voting share held by the shareholders carries votes equivalent to the total number of executive directors to be elected at the shareholders’ general meeting, and the number of votes which a shareholder is entitled to cast is equal to the number of shares held multiplied by the total number of executive directors to be elected. For example, if you are holding 10,000 shares, and 2 executive directors will be elected, the aggregate number of votes which you will have for resolutions numbered 1.1 to 1.2 will be 20,000 (10,000 shares x 2 = 20,000 votes).
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(2) “For”, “Against” and “Abstain” will not adopted as alternative options under cumulative voting system. Please fill in the boxes marked” By way of cumulative voting” with the number of votes you intend to cast on executive directors candidates. Please note that the votes of a shareholder may be casted on one executive director candidate or may be casted on different executive director candidates, provided that the number of votes casted by each shareholder for the election shall not exceed the highest number of cumulative votes. For example, if you are holding 10,000 shares, the aggregate number of votes which you will have for resolutions numbered 1.1 to 1.2 will be 20,000. You may choose to cast the 20,000 votes equally amongst 2 executive director candidates, or to cast all your votes on a single executive director candidate.
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(3) Please note that when the total votes casted by you on 2 executive director candidates exceed the total votes to which you are entitled, all the votes casted will become invalid and be regarded as abstain votes. When the total votes casted by you on 2 executive director candidates are less than the total votes to which you are entitled, the votes casted are valid and the remaining votes will be regarded as abstain votes.
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(4) Whether an executive director candidate is elected depends on the number of votes received, but the number of votes received by each elected executive director must exceed half of the valid voting shares (based on the number of shares on a non-cumulative basis) held by shareholders present at the general meeting.
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This proxy form must be signed by you or your attorney duly authorised in writing or, if the appointor is a corporation, must be executed under its common seal or under the hand of an officer or attorney of the corporation duly authorised in writing.
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Where there are joint registered holders of any share(s), any one of such persons may vote at the EGM, either personally or by proxy, in respect of such share(s) as if he were solely entitled thereto, but if more than one of such joint holders are present at the EGM, personally or by proxy, then one of the persons so present whose name stands first on the register of members of the Company in respect of such share(s) shall alone be entitled to vote in respect thereof.
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To be valid, this proxy form, together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited with the Company’s branch share registrar and transfer office in Hong Kong, Hong Kong Registrars Limited, at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, as soon as possible and in any event not later than 24 hours before the time appointed for holding the EGM or any adjournment of such meeting (as the case may be).
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Completion and delivery of this proxy form will not preclude you from attending and voting at the EGM or any adjournment of such meeting should you so wish and, in such event, this proxy form as previously submitted shall be deemed to be revoked.
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References to time and dates in this form of proxy are to Hong Kong time and dates.