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Meta Media Holdings Limited Proxy Solicitation & Information Statement 2016

Mar 31, 2016

48919_rns_2016-03-31_0239017f-e68d-4bbe-819b-30861dd14843.pdf

Proxy Solicitation & Information Statement

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MODERN MEDIA HOLDINGS LIMITED 現 代 傳 播 控 股 有 限 公 司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 72)

PROXY FORM

Form of proxy for use by shareholders at the annual general meeting of the Company to be held at 7/F, Global Trade Square, 21 Wong Chuk Hang Road, Aberdeen, Hong Kong on Wednesday, 4 May 2016 at 3:00 p.m.

I/We[(note][a)]

of

being the holder(s) of

(note b) shares of HK$0.01

each of Modern Media Holdings Limited (‘‘Company’’) hereby appoint the Chairman of the annual general meeting (‘‘Meeting’’) of the Company or

of to act as my/our proxy[(note][c)] at the Meeting to be held at 7/F, Global Trade Square, 21 Wong Chuk Hang Road, Aberdeen, Hong Kong on Wednesday, 4 May 2016 at 3:00 p.m. and at any adjournment thereof and to vote on my/our behalf in respect of the resolutions set out in the notice (‘‘Notice’’) of the Meeting dated 1 April 2016 as directed below.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll[(note][d)] .

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ORDINARY RESOLUTIONS FOR AGAINST
1. To receive and approve the audited consolidated financial statements and the reports of the
directors and independent auditors of the Company for the year ended 31 December 2015.
2. To declare a final dividend for the year ended 31 December 2015.
3.1 To re-elect Mr. Shao Zhong as executive director of the Company.
3.2 To re-elect Mr. Wong Shing Fat as executive director of the Company.
3.3 To re-elect Ms. Yang Ying as executive director of the Company.
3.4 To re-elect Mr. Li Jian as executive director of the Company.
3.5 To re-elect Mr. Wang Shi as independent non-executive director of the Company.
3.6 To authorise the board of directors of the Company to fill vacancies on the board of directors and
to fix (which authority may be further delegated to its duly authorised committee) the directors’
remuneration.
4. To re-appoint the Company’s independent auditors and to authorise the Board to fix their
remuneration.
5. To grant a general mandate to the directors of the Company to allot, issue and otherwise deal with
the Company’s shares.
6. To grant a general mandate to the directors of the Company to purchase the Company’s shares.
7. To add the nominal amount of the shares repurchased by the Company to the mandate granted to
the directors under resolution no. 6.
Date: the day of 2016
Shareholder’s signature: [(notes] [e,] [f,] [g] [and] [h)]
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Notes:

a Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. The name of all joint holders should be stated.

b Please insert the number of shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).

  • c AChairmanproxy needof thenotannualbe a membergeneral ofmeetingthe Company.(‘‘MeetingIf ’’you) ofwishthe Companyto appointorsome’’ andpersoninsert otherthe namethan andthe Chairmanaddress ofofthethepersonMeetingappointedas yourproxyproxy,inpleasethe spacedeleteprovided.the words ‘‘the

  • d (If‘‘Pyou’’) wishthe boxesto votemarkedfor any‘‘Againstof the ’’resolutions. If this formset returnedout above,is dulypleasesignedtick (but‘‘Pwithout’’) the boxesspecificmarkeddirection‘‘Foron’’. anyIf youof thewishproposedto vote againstresolutions,any ofthetheproxyresolutions,will votepleaseor abstaintick at his/her discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his/her discretion. A proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those set out in the notice convening the Meeting or any adjourned meeting.

  • e In the case of joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

f The form of proxy must be signed by a shareholder, or his/her attorney duly authorised in writing, or if the shareholder is a corporation, either under its common seal or under the hand of an officer or attorney so authorised.

g ToQueenauthoritybe ’valid,s RoadmustthisEast,beformdepositedHongof proxyKongat thenottogetherCompanyless thanwith’s48HonganyhourspowerKongbeforeofbranchattorneythe timeshareorofregistrarotherthe Meetingauthorityand transferor(ifanyany)adjournedoffice,underTricorwhichmeeting.Investorit is signedServicesor aLimitednotariallyat Levelcertified22,copyHopewellof suchCentre,power183or

h Any alteration made to this form should be initialled by the person who signs the form.