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Novautek Technologies Group Limited Proxy Solicitation & Information Statement 2011

Jan 10, 2011

49267_rns_2011-01-10_b40f955c-6a0d-4534-a7ce-3c78c90b91d8.pdf

Proxy Solicitation & Information Statement

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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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(Incorporated in Bermuda with limited liability)

(Stock Code : 519)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting of Applied Development Holdings Limited (the “ Company ”) will be held at Kennedy Room, Level 7, Conrad Hong Kong, Pacific Place, 88 Queensway, Central, Hong Kong on 14 February 2011 (Monday) at 1:30 p.m. for the purpose of considering and, if thought fit, passing (with or without modifications) the following resolution:

ORDINARY RESOLUTION

“THAT:

  • (a) the agreement dated 10 December 2010 (the “ Agreement ”) entered into between Applied Properties Limited (“ APL ”), a wholly-owned subsidiary of the Company, 黃萬賢 (in English “Wong Man Yee”) (the “ Purchaser ”) (a copy of which has been produced to this meeting marked “A” and initialed by the chairman of this meeting for the purpose of identification) in relation to the sale by APL of 430,000,000 fully paid ordinary shares of HK$0.20 each in the capital of a Applied Electronics Limited (“AEL”), representing the entire issued share capital of AEL, to the Purchaser and all transactions contemplated thereunder (details of which are summarized fin the circular of the Company dated 11 January 2011) be and are hereby approved, ratified and confirmed; and

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  • (b) the directors of the Company or be and 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 them to be incidental to, ancillary to or in connection with the matters contemplated in the Agreement as they may consider necessary, desirable or expedient.”

By order of the Board Applied Development Holdings Limited Hung Kai Mau, Marcus Chairman

Hong Kong, 11 January 2011

Executive Directors: Registered office: Mr. Hung Kin Sang, Raymond Clarendon House Mr. Hung Kai Mau, Marcus 2 Church Street Hamilton HM 11 Independent Non-executive Directors: Bermuda Mr. Lun Tsan Kau Mr. Lam Ka Wai, Graham Principal place of business: Mr. Su Ru Jia Units 3402-3, 34/F China Merchants Tower Non-executive Director: Shun Tak Centre Ms. Wong Kar Gee, Mimi 168-200 Connaught Road Central Hong Kong

Notes:

  1. Any member of the Company entitled to attend and vote at a meeting of the Company shall be entitled to appoint another person as his proxy to attend and vote instead of him. On a poll, votes may be given either personally or by proxy. A proxy need not be a member of the Company. A member of the Company who is the holder of two or more shares of the Company may appoint more than one proxy to represent him and vote on his behalf at the special general meeting.

  2. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under its seal or under the hand of an officer, attorney or other person duly authorised to sign the same.

  3. A form of proxy for use at the meeting is enclosed.

  4. The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed or a certified copy of such power or authority shall be deposited at the principal place of business of the Company at Units 3402-3, 34/F, China Merchants Tower, Shun Tak Centre, 168-200 Connaught Road Central, Hong Kong not less than 48 hours before the time for holding the meeting or adjourned meeting at which the person named in such instrument proposes to vote and in default the instrument of proxy shall not be treated as valid.

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  6. The register of members of the Company will be closed from Wednesday, 9 February 2011 to Monday, 14 February 2011 (both days inclusive), during which period no transfer of shares will be registered. In order to be eligible to attend the Annual General Meeting, all transfer forms accompanied by the relevant share certificates must be lodged with the Company’s share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration no later than 4:30 p.m. on Tuesday, 8 February 2011.

  7. No instrument appointing a proxy shall be valid after expiration of twelve months from the date named in it as the date of its execution, except at an adjourned meeting or on a poll demanded at a meeting or an adjourned meeting in cases where the meeting was originally held within twelve months from such date.

  8. Delivery of an instrument appointing a proxy shall not preclude a member of the Company from attending and voting in person on any or all resolutions on which he is entitled to vote at the meeting or poll concerned, and in such event any vote cast by his proxy on the same resolution shall be null and void.

  9. All resolution will be voted on by way of poll.

As at the date of this announcement, Mr. Hung Kin Sang, Raymond and Mr. Hung Kai Mau, Marcus are executive directors of the Company; Mr. Lun Tsan Kau, Mr. Lam Ka Wai, Graham and Mr. Su Ru Jia are independent non-executive directors of the Company and Ms. Wong Kar Gee, Mimi is a non-executive director of the Company.

  • For identification purposes only

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