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Mindtell Technology Limited — AGM Information 2021
Mar 3, 2021
51503_rns_2021-03-03_c7f087a0-b50d-4d60-9b0a-0a8f6819f0ee.pdf
AGM Information
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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 notice, 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 notice.
MINDTELL TECHNOLOGY LIMITED
(incorporated in the Cayman Islands with limited liability)
(Stock Code: 8611)
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the annual general meeting (the “ AGM ”) of Mindtell Technology Limited (the “ Company ”) will be held at Units 1302-03, 13/F., Ruttonjee House, Ruttonjee Centre, 11 Duddell Street, Central, Hong Kong on Thursday, 22 April 2021 at 3:00 p.m. to consider and, if thought fit, to pass with or without amendments, the following resolutions:
ORDINARY RESOLUTIONS
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to receive, consider and adopt the audited consolidated financial statements and the reports of directors (the “ Directors ”) and independent joint auditors of the Company and its subsidiaries for the year ended 30 November 2020;
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(a) to re-elect the following retiring Directors:
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(i) Mr. Chong Yee Ping as an executive Director;
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(ii) Ms. Ho Suet Man Stella as an independent non-executive Director;
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(iii) Mr. Su Chi Wen as an independent non-executive Director;
- (b) to authorise the board of Directors (the “ Board ”) to fix the Directors’ remuneration;
- to re-appoint Mazars CPA Limited and Mazars LLP as the independent joint auditors of the Company and to authorise the Board to fix their remuneration.
By Order of the Board Mindtell Technology Limited Chong Yee Ping Chairman
Hong Kong, 3 March 2021
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Registered office: Principal place of business in Hong Kong: Cricket Square Unit 1802, 18/F Hutchins Drive Ruttonjee House, Ruttonjee Centre P.O. Box 2681 11 Duddell Street, Central Grand Cayman KY1-1111 Hong Kong Cayman Islands
Notes:
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A member entitled to attend and vote at the AGM convened by the above notice is entitled to appoint one or more proxy to attend and, subject to the provisions of the Articles of Association, to vote on his/her behalf. A proxy need not be a member of the Company but must be present in person at the AGM to represent the member. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.
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In order to be valid, the form of proxy and the power of attorney (if any), under which it is signed or a notarially certified copy thereof, must be lodged, at the office of the Company’s Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time for holding the meeting or adjourned meeting.
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Completion and return of a form of proxy will not preclude members of the Company from attending and voting in person at the AGM or any adjournment thereof should they so wish and, in such event, the form of proxy shall be deemed to be revoked.
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Where there are joint registered holders of any Shares, any one of such persons may vote at the AGM, either personally or by proxy, in respect of such Shares as if he were solely entitled thereto; but if more than one of such joint holders be present at the AGM personally or by proxy, that one of the said person as present whose name stands first on the register in respect of such Share shall alone be entitled to vote in respect thereof.
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For the purpose of determining the entitlement to attend and vote at the AGM, the register of members of the Company will be closed from Monday, 19 April 2021 to Thursday, 22 April 2021, both days inclusive, during which period no transfer of Shares will be registered. In order to qualify to attend and vote at the AGM, all transfer documents accompanied by the relevant share certificates must be lodged with the Company’s Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, for registration not later than 4:30 p.m. (Hong Kong time) on Friday, 16 April 2021.
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To minimise the risks of infection of COVID-19, the Company will take precautionary measures at the AGM, including:
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compulsory body temperature checks for all attendees;
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prohibition from attendance at the AGM if the attendee has a fever. Persons exhibiting flu-like symptoms may also be refused admittance to the venue of the AGM;
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compulsory wearing of surgical face masks throughout the AGM;
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maintaining proper distance between seats; and
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no refreshments will be served at the AGM.
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In light of the continuing risks posed by COVID-19, the Company strongly advises Shareholders to appoint the Chairman of the AGM as their proxy to vote according to their indicated voting instructions as an alternative to attending the AGM in person.
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Subject to the development of COVID-19, the Company may implement further changes to the arrangement of the AGM and precautionary measures and may issue further announcement on such measures as appropriate.
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As at the date of this notice, the executive Directors are Mr. Chong Yee Ping and Mr. Liu Yan Chee James; the non-executive Directors are Mr. Siah Jiin Shyang and Mr. Lam Pang; and the independent non-executive Directors are Mr. Chan San Ping, Ms. Ho Suet Man Stella and Mr. Su Chi Wen.
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If Typhoon Signal No. 8 or above, or a “black” rainstorm warning is in effect any time after 7:00 a.m. on the date of the AGM, the meeting will be postponed. The Company will post an announcement on the website of the Company at www.mindtelltech.com and on the “Latest Listed Company Information” page of the GEM website at www.hkgem.com to notify shareholders of the Company of the date, time and place of the rescheduled meeting.
This notice, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this notice is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this notice misleading.
This notice will remain on the “Latest Listed Company Information” page of the GEM website at www.hkgem.com for at least seven days after the date of publication and on the Company’s website at www.mindtelltech.com.
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