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Modern Land (China) Co., Limited — AGM Information 2009
May 15, 2009
49690_rns_2009-05-15_afe17d05-ff01-4d0a-b724-d5a88f173927.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 announcement, 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 announcement.
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首長科技集團有限公司 SHOUGANG CONCORD TECHNOLOGY HOLDINGS LIMITED
(Incorporated in Hong Kong with limited liability)
(Stock Code: 521)
NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that the extraordinary general meeting of Shougang Concord Technology Holdings Limited (the “ Company ”) will be held at 3:00 p.m. on Monday, 8 June 2009 at Concord Rooms II & III, 8/F., Renaissance Harbour View Hotel Hong Kong, 1 Harbour Road, Wanchai, Hong Kong for the purpose of considering and, if thought fit, passing the following resolution as an ordinary resolution of the Company:
ORDINARY RESOLUTION
“ THAT
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(a) the sale and purchase agreement (the “ Agreement ”) dated 27 April 2009 entered into between Ready Shine Industrial Limited, a wholly-owned subsidiary of the Company, and Sunrich Investment Limited (“ Sunrich ”) in relation to the sale of 45,000,000 shares of US$1.00 each, representing the entire issued share capital of Remarkable Mask Technology Company Limited, an indirect wholly-owned subsidiary of the Company, to Sunrich at a consideration of US$42 million (equivalent to approximately HK$327.6 million), a copy of which is tabled at the meeting and marked “ A ” and initialled by the chairman of the meeting for identification purpose, and the transactions contemplated under the Agreement, be and are hereby approved, ratified and confirmed; and
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(b) any one director of the Company, or any two directors of the Company if the affixation of the common seal is necessary, be and is/are hereby authorised for and on behalf of the Company to execute all such other documents, instruments and agreements and to do all such acts or things deemed by him/her to be incidental to, ancillary to or in connection with the matters contemplated under the Agreement.
By Order of the Board Shougang Concord Technology Holdings Limited Cao Zhong Chairman
Hong Kong, 18 May 2009
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Registered office: Room 01-04, 5th Floor Harcourt House 39 Gloucester Road Wanchai Hong Kong
Notes:
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A form of proxy for use at the meeting is enclosed herewith.
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The instrument appointing a proxy shall be in writing under the hand of the appointer or of his/her attorney duly authorised in writing or, if the appointer is a corporation, either under its seal or under the hand of any officer, attorney or other person authorised to sign the same.
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Any member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and, on a poll, vote instead of him/her. A proxy need not be a member of the Company.
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In order to be valid, the form of proxy, together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power or authority, must be lodged at the office of the Company’s share registrars, Tricor Tengis Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong, not less than 48 hours before the time appointed for holding the meeting or any adjourned meeting thereof (as the case may be).
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Completion and return of the form of proxy will not preclude members from attending and voting in person at the meeting or at any adjourned meeting thereof (as the case may be) 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 share, any one of such joint holders may vote, either in person or by proxy, in respect of such share as if he/she was solely entitled thereto, but if more than one of such joint holders are present at the meeting, whether in person or by proxy, the joint registered holder present whose name stands first on the register of members of the Company in respect of the shares shall be accepted to the exclusion of the votes of the other registered holders.
As at the date of this announcement, the board of directors of the Company comprises Mr. Cao Zhong (Chairman), Mr. Chau Chit (Managing Director), Mr. Mung Kin Keung (Executive Director), Mr. Leung Shun Sang, Tony (Non-executive Director), Mr. Chen Jang Fung (Non-executive Director), Mr. Chan Wah Tip, Michael (Non-executive Director), Mr. James Alan Chiddix (Non-executive Director), Mr. Lee Fook Sun (Non-executive Director), Ms. Kan Lai Kuen, Alice (Independent Non-executive Director), Mr. Wong Kun Kim (Independent Non-executive Director) and Mr. Leung Kai Cheung (Independent Non-executive Director).
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