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Netjoy Holdings Limited — Proxy Solicitation & Information Statement 2010
Jul 26, 2010
50390_rns_2010-07-26_ce144f93-0e73-4c51-b109-4a49630e3dbb.pdf
Proxy Solicitation & Information Statement
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Proxy Form for the 2010 Second Class Meeting for holders of H Shares
Number of Shares related to H Shares/Domestic Shares* this proxy form [(Note 1)]
I(We) [(Note 2)] of Shareholders’ Account: and I.D. No.: , being the holder(s) of
H Share(s)/Domestic Share(s)* [(Note 1)] of Huaneng Power International, Inc. (the “Company”) now appoint [(Note 3)] , I.D. No.: (of
),
or failing him the Chairman of the meeting as my(our) proxy to attend and vote for me(us) on the following resolutions in accordance with the instruction(s) below and on my(our) behalf at the 2010 second class meeting for holders of H Shares (“H Share Class Meeting”) to be held at 2:45 p.m. on 10 September 2010 at the headquarters of the Company at Huaneng Building, 4 Fuxingmennei Street, Xicheng District, Beijing, the People’s Republic of China for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the said meeting. In the absence of any indication, the proxy may vote for or against the resolutions at his own discretion. [(Note 6)]
| Share(s)*(Note 1)of Huaneng Power International, Inc. (the “Company”) now appoint(Note 3), I.D. No.:(of), | Share(s)*(Note 1)of Huaneng Power International, Inc. (the “Company”) now appoint(Note 3), I.D. No.:(of), | Share(s)*(Note 1)of Huaneng Power International, Inc. (the “Company”) now appoint(Note 3), I.D. No.:(of), | Share(s)*(Note 1)of Huaneng Power International, Inc. (the “Company”) now appoint(Note 3), I.D. No.:(of), | ||
|---|---|---|---|---|---|
| an of the meeting as my(our) proxy to attend and vote for me(us) on the following resolutions in accordance“ ” | |||||
| ow and on my(our) behalf at the 2010 second class meeting for holders of H Shares (H Share Class Meeting)10 September 2010 at the headquarters of the Company at Huaneng Building, 4 Fuxingmennei Street, Xichengle’s Republic of China for the purpose of considering and, if thought fit, passing the resolutions as set out insaid meeting. In the absence of any indication, the proxy may vote for or against the resolutions at his ownSpecial ResolutionFor (Note 4)Against (Note 4)approve each of the following, by way of special resolutions, invised Proposal Regarding the New A Shares Issue and the New H | |||||
| Special Resolution | For (Note 4) | Against (Note 4) | |||
| 1. | To consider and approve each of the following, by way of special resolutions, inrelation to the Revised Proposal Regarding the New A Shares Issue and the New HShare Issue1.1Class of shares and nominal value per share | approve each of the following, by way of special resolutions, invised Proposal Regarding the New A Shares Issue and the New H | |||
| 1.1Class of shares and nominal value per share | |||||
| 1.2Method of issuance | |||||
| 1.3Target subscribers | |||||
| 1.4Method of subscription | |||||
| 1.5Number of shares to be issued | |||||
| 1.6Price determinate date | |||||
| 1.7Subscrip | tion price | ||||
| 1.8Adjustmprice | ent to the number of shares to be issued and the subscrition | ||||
| p | |||||
| 1.9Lock-up | id | ||||
| pero(s) | |||||
| 1.10Listing o | |||||
| f shares | |||||
| 1.11Use of pr | oceeds | ||||
| 1.12Arrange | ment regarding the accumulated undistributed earnings | ||||
| 1.13The relationship between the New A Share Issue and the New H ShareIssue | |||||
| ionship between the New A Share Issue and the New H Share | |||||
| 1.14Validity period of these resolutions |
| Special Resolutions | For (Note 4) | Against (Note 4) | |
|---|---|---|---|
| 2. | To consider and approve the resolutions regarding the signing of theSupplemental Agreements to the Subscription Agreements with designatedinvestors |
Date: 2010 Signature: [(Note 5)]
Notes:
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Please insert the number of Share(s) registered in your name(s) relating to this form of proxy. If no number is inserted, this form of proxy will be deemed to relate to all of the shares in the capital of the Company registered in your name(s).
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Please insert full name(s) and address(es) in BLOCK LETTERS .
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Please insert the name and address of your proxy. If this is left blank, the chairman of the H Share Class Meeting will act as your proxy. One or more proxies, who may not be member(s) of the Company, may be appointed to attend and vote in the meeting provided that such proxies must attend the meeting in person on your behalf. Any alteration made to this proxy form must be signed by the signatory.
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Attention: If you wish to vote FOR any resolution, please indicate with a “ ✓ ” in the appropriate space under “For”. If you wish to vote AGAINST any resolution, please indicate with a “ ✓ ” in the appropriate space under “Against”. In the absence of any such indication, the proxy will vote or abstain at his discretion.
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This form of proxy must be signed underhand by you or your attorney duly authorised in that behalf. If the appointer is a corporation, this form must be signed under its common seal or under hand by any directors or agents duly appointed by such corporation.
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This form of proxy together with the power of attorney or other authorisation document(s) which have been notarised, must be delivered, in the case of a holder of Domestic Share(s), to the Company and in the case of a holder of H Share(s), to Hong Kong Registrars Limited, at least 24 hours before the time designated for the holding of the H Share Class Meeting.
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Upon obtaining approvals at the 2010 Second Extraordinary General Meeting, 2010 Second Class Meeting for holders of A Shares and 2010 Second Class Meeting for holders of H Share, the “Resolutions in relation to the Revised Proposal Regarding the New A Share Issue and the New H Share Issue” shall supersede the “Resolutions in relation to the New A Share and the New H Share” passed at the Company’s 2010 First Extraordinary General Meeting, 2010 First Class Meeting for holders of A Shares and 2010 First Class Meeting for holders of H Shares.
* Please delete as appropriate.