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Minieye Technology Co., Ltd — Proxy Solicitation & Information Statement 2025
Feb 19, 2025
50593_rns_2025-02-19_2d852264-b5e1-41d6-9c28-c6b4d45c0ab7.pdf
Proxy Solicitation & Information Statement
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O
MINIEYE
Minieye Technology Co., Ltd
深圳佑駕創新科技股份有限公司
(a joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2431)
FORM OF PROXY FOR THE FIRST EXTRAORDINARY GENERAL MEETING OF 2025 TO BE HELD ON FRIDAY, MARCH 7, 2025 AND ANY ADJOURNMENT THEREOF
I/We (Note 1)
of (Note 2)
being the registered holder(s) of (Note 3) __ unlisted shares/H shares of RMB1.00 each in the share capital of Minieye Technology Co., Ltd (the "Company"), hereby appoint the Chairman of the meeting (Notes 4 and 5) or (name) of (address)
to act as my/our proxy to attend and vote for me/us and on my/our behalf at the first extraordinary general meeting of 2025 of the Company (the "EGM") to be held at 25th Floor, Tower A, Building 1, Zhongzhou Binhai Commercial Center, No. 9285 Binhe Avenue, Shangsha Community, Sha Tau Street, Futian District, Shenzhen, Guangdong Province, PRC at 9:30 a.m. on Friday, March 7, 2025 and at any adjournment thereof and to exercise all rights conferred on proxies under the laws, regulations and the articles of association of the Company. Unless otherwise defined herein, capitalized terms used herein shall have the same meanings as those defined in the circular of the Company dated February 19, 2025 ("Circular").
I/We wish my/our proxy to vote as indicated below in respect of the resolution to be proposed at the EGM.
| ORDINARY RESOLUTIONS | FOR (Note 6) | AGAINST (Note 6) | ABSTAIN (Note 6) | |
|---|---|---|---|---|
| 1. | To consider and approve the Proposed Re-appointment of Auditor, and to authorize the Board to fix the remuneration of the Auditor. | |||
| 2. | To consider and approve the application for the proposed conversion of 89,576,892 Unlisted Shares held by the Participating Shareholders to be converted into H Shares as set out in the Circular, and the listing and circulation of such H Shares upon conversion on the Main Board of the Stock Exchange, and to authorize Board and its delegated persons to handle matters relating to the H Share Full Circulation as set out in the Circular. | |||
| SPECIAL RESOLUTION | FOR (Note 6) | AGAINST (Note 6) | ABSTAIN (Note 6) | |
| 3. | To consider and approve the Proposed Amendments to the Articles of Association. |
Signature (Note 7): ____
Dated ____ 2025
Notes:
- Please insert full name(s) in BLOCK CAPITALS (Chinese or English name).
- Please insert full address(es) in BLOCK CAPITALS.
- Please insert the number of shares registered in your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all shares of the Company registered in your name(s).
- If you are a shareholder who is entitled to attend and vote at the EGM, you are entitled to appoint one or more proxies to attend and vote at the EGM on your behalf. A proxy needs not be a shareholder of the Company but must attend the EGM in person in order to represent you.
- If any proxy other than the Chairman of the meeting is preferred, cross out the words "the Chairman of the meeting or" and insert the full name and address of the proxy (or proxies) desired in the space provided. If no name is inserted, the Chairman of the meeting will act as your proxy.
- IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK THE APPROPRIATE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK THE APPROPRIATE BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN FROM VOTING ON A RESOLUTION, TICK THE APPROPRIATE BOX MARKED "ABSTAIN". The number of abstained votes will not be counted as the required majority in favour of any given resolution proposed while the number of abstained votes will be counted into the denominator for the purpose of percentage calculation of the voting. If you return this form of proxy without indicating as to how your proxy is to vote on any particular matter, the person appointed as your proxy will exercise his/her discretion as to whether he/she votes and, if so, how and, unless instructed otherwise, he/she may also vote or abstain from voting as he/she thinks fit on any other matter (including amendments to resolution(s)) which may properly come before the EGM.
- This form of proxy must be signed and dated by you or your attorney duly authorized in writing. If the shareholder is a company, it should execute this form of proxy under its common seal or by the signature(s) of its legal representative(s) or its director(s) or (a) person(s) authorized to sign on its behalf. In case of joint holders, only the person whose name stands first on the register of members of the Company may attend and vote at the EGM, either in person or by proxy.
- For H Shareholders, to be valid, this form of proxy, together with the power of attorney or any other authorization document, if any, under which it is signed, or a notarially certified copy of each power of attorney or authorization document, must be completed and deposited at the Company's H share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, No. 16 Harcourt Road, Hong Kong; and for Unlisted Shareholders, to be valid, the form of proxy should be returned to the registered office of the Company at 25th Floor, Tower A, Building 1, Zhongzhou Binhai Commercial Center, No. 9285 Binhe Avenue, Shangsha Community, Sha Tau Street, Futian District Shenzhen, PRC, by personal delivery or by post, as soon as possible but in any event not less than 24 hours before the time appointed for holding the above EGM (i.e., not later than 9:30 a.m. on Thursday, March 6, 2025) or any adjournment thereof (as the case may be).
- Completion and return of this form of proxy will not preclude you from attending and voting at the EGM if you so wish.
- Shareholders or their proxies attending the EGM shall produce their identity documents.
- References to time and dates in this form of proxy are to Hong Kong time and dates.
- Any changes made to this form of proxy must be initialed by the person who signs it.
PERSONAL INFORMATION COLLECTION STATEMENT
Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the EGM (the "Purposes"). The Company may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to the Company and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. You/your proxy (or proxies) has/have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance (Cap. 486 of the laws of Hong Kong) and any such request should be in writing by mail to the Company or Tricor Investor Services Limited at the above address.