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Pak Tak International Limited Proxy Solicitation & Information Statement 2016

Dec 30, 2016

50746_rns_2016-12-30_e85f5511-465a-4c82-8224-baddf63da8f5.pdf

Proxy Solicitation & Information Statement

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PAK TAK INTERNATIONAL LIMITED

*

(百德國際有限公司)

(Incorporated in Bermuda with limited liability)

Form of Proxy for Special General Meeting of the Company (and at any adjournment thereof) to be held on Tuesday, 17 January 2017 at 10:30 a.m. (the ‘‘Meeting’’)

I/We[1] , of being the registered holder(s) of[2] shares of HK$0.02 each in the capital of Pak Tak International Limited (the ‘‘Company’’) HEREBY APPOINT[3] THE CHAIRMAN OF THE MEETING or of as my/our proxy/proxies to vote and

act for me/us and on my/our behalf at the Meeting (or at any adjournment thereof) to be held at Salons I & II, The Mezzanine Floor, Grand Hyatt Hong Kong, 1 Harbour Road, Wanchai, Hong Kong on Tuesday, 17 January 2017 at 10:30 a.m. for the purposes of considering and, if thought fit, passing the resolution as set out in the notice convening the Meeting (the ‘‘Notice’’) and at such Meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of such resolution as indicated below:

ORDINARY RESOLUTION# ORDINARY RESOLUTION# FOR4 AGAINST4
1. 1. (a)
the capital injection agreement dated 24 November 2016 (the ‘‘Capital Injection
Agreement’’), as amended by the Supplemental Agreement, entered into between (i)
Shenzhen Taihe Yutong New Energy Technology Company Limited (an indirect wholly-
owned subsidiary of the Company) (‘‘Investor’’), (ii) Shenzhen Baosheng Jewellery
Company Limited and Shenzhen Dasheng Asset Management Company Limited (both
being the original shareholders (‘‘Original Shareholders’’) of the Shenzhen Senpai New
Energy Technology Company Limited (‘‘Target Company’’) and currently hold 60% and
40% of the equity interests of the Target Company, respectively), and (iii) the Target
Company, pursuant to which the Investor has conditionally agreed to inject capital of
RMB82,000,000 into the Target Company by way of cash contribution, a copy of which is
marked ‘‘A’’ and produced to the meeting and initialled by the chairman of the meeting for
the purpose of identification, and the terms and conditions of the transactions contemplated
thereunder be and are hereby approved, confirmed and ratified; and
(b)
any one director of the Company be and is hereby authorised to do all such acts and things
(including without limitation, signing, executing (under hand or under seal), perfecting and
delivery of all agreements, documents and instruments) which are in his opinion necessary,
appropriate, desirable or expedient to implement or to give effect to the terms and
conditions of the Capital Injection Agreement and the transactions contemplated thereunder
and all other matters incidental thereto or in connection therewith and to agree to and make
such variation, amendment and waiver of any of the matters relating thereto or in
connection therewith.

terms used herein as defined in the circular to the shareholders of the Company dated 30 December 2016

Signature(s)[5][6][7][8] Date

2017

Notes:

  1. Please insert your full name(s) and address(s) in BLOCK CAPITALS.

  2. Please insert the number of shares of HK$0.02 each registered in your name(s) and to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).

  3. If any proxy other than the Chairman of the Meeting is preferred, strike out the words ‘‘THE CHAIRMAN OF THE MEETING or’’ and insert the name and address of the proxy desired in the space provided. You may appoint more than one proxy (if you are a holder of two or more shares) to attend and vote at the Meeting provided that if more than one proxy is so appointed, the appointment shall specify the number of shares in respect of which each such proxy is so appointed. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY ONE OF THE RESOLUTIONS ABOVE, PLEASE INDICATE WITH A TICK IN THE RELEVANT BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST ANY ONE OF THE RESOLUTIONS, PLEASE INDICATE WITH A TICK IN THE RELEVANT BOX MARKED ‘‘AGAINST’’. Failure to indicate which way you wish your votes to be cast will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the Notice convening the Meeting.

  5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either under its seal or under the hand of an officer or attorney or other person authorised to sign the same.

  6. depositedIn order toatbethevalid,Companythis form’s branchof proxysharetogetherregistrarwithand thetransferpowerofficeof attorneyin Hong(ifKong,any) orTricorotherStandardauthorityLimited,(if any)Levelunder22,whichHopewellit is signed,Centre,or183a certifiedQueen’scopyRoadofEast,suchHongpowerKong,or authority,not less mustthan 48be hours before the time appointed for holding the Meeting or adjourned Meeting.

  7. In the case of joint holders, the vote of the senior who tenders a vote whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose, seniority will be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

  8. The proxy needs not be a member of the Company but must attend the Meeting in person to represent you. Completion and delivery of the form of proxy will not preclude you from attending and voting at the Meeting if you so wish. In such event, the form of proxy will be deemed to have been revoked.

  9. For identification purpose only.