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Parkson Retail Group Limited — Proxy Solicitation & Information Statement 2024
Nov 25, 2024
50826_rns_2024-11-25_1c8a4b6e-a667-4d54-b5a3-37b3e6a313b6.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.
PARKSON RETAIL GROUP LIMITED 百盛商業集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 3368)
NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that an extraordinary general meeting of shareholders of Parkson Retail Group Limited (the “ Company ”) will be held by way of electronic means via an e-meeting system (https://spot-meeting.tricor.hk) on Thursday, 12 December 2024 at 2:00 p.m. (the “ EGM ”), to consider and, if thought fit, pass, with or without amendments, the following resolution as an ordinary resolution.
Words and expressions that are not expressly defined in this notice of EGM shall bear the same meaning as that defined in the circular to shareholders of the Company dated 25 November 2024.
ORDINARY RESOLUTION
“ THAT :
- the Nanning Renewal Agreement entered into between Nanning Parkson (as tenant) and Nanning Holding (as landlord) in relation to the renewal of the Nanning Tenancy and the transactions contemplated thereunder be approved, ratified and confirmed; and any director of the Company be and is hereby authorised to do all such acts and things, negotiate, approve, sign, initial, ratify and/or execute all documents which may in his opinion be necessary, desirable or expedient to implement and give effect to any matters arising from, relating to or incidental to the Nanning Renewal Agreement and transactions contemplated thereunder; and
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- the Shanghai Tenancy Agreement entered into between Shanghai Nine Sea Parkson (as tenant) and Shanghai Nine Sea Industry (as landlord) in relation to the Shanghai Tenancy and the transactions contemplated thereunder be approved, ratified and confirmed; and any director of the Company be and is hereby authorised to do all such acts and things, negotiate, approve, sign, initial, ratify and/or execute all documents which may in his opinion be necessary, desirable or expedient to implement and give effect to any matters arising from, relating to or incidental to the Shanghai Tenancy Agreement and the transactions contemplated thereunder.”
For and on behalf of the Board PARKSON RETAIL GROUP LIMITED Tan Sri Cheng Heng Jem Executive Director and Chairman
25 November 2024
Notes:
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(a) Pursuant to Rule 13.39(4) of the Listing Rules, all resolutions set out in this notice will be decided by poll at the EGM. Accordingly, the chairman of the EGM will demand a poll on each of the proposed resolutions at the EGM pursuant to Article 90 of the Articles of Association of the Company. Article 97 of the Articles of Association provides that on a poll, every shareholder present in person or by proxy shall have one vote for each share registered in his name in the register. An explanation of the detailed procedures of conducting a poll will be provided to shareholders at the EGM. The results of the poll will be published on the websites of Hong Kong Exchanges and Clearing Limited (www.hkexnews.hk) and of the Company (www.parksongroup.com.cn).
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(b) The record date for determining the entitlement to attend and vote at the EGM will be Tuesday, 10 December 2024. All transfer documents accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong for registration not later than 4:30 p.m. on Tuesday, 10 December 2024 (Hong Kong time), being the last registration date.
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(c) A member entitled to attend, speak and vote at the EGM is entitled to appoint a proxy (who must be an individual) to exercise all or any of his right to attend, speak and vote in his stead. A proxy need not be a member of the Company.
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(d) If a Typhoon Signal No. 8 or above is hoisted or a Black Rainstorm Warning Signal is in force at any time between 6:30 a.m. and 7:30 a.m. on the day of the EGM, the EGM will be adjourned. The Company will post an announcement on the Company’s website (www.parksongroup.com.cn) and the HKEXnews website (www.hkexnews.hk) to notify Shareholders of the date, time and place of the adjourned meeting. The EGM will be held as scheduled when an Amber or a Red Rainstorm Warning Signal is in force. Shareholders should decide on their own whether they would attend the EGM under bad weather conditions bearing in mind their own situations.
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(e) In order to be valid, a form of proxy, together with any power of attorney or other authority, if any, under which it is signed, or a notarially certified copy thereof, must be deposited at the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong no later than 2:00 p.m. on Tuesday, 10 December 2024 (Hong Kong time).
As at the date of this announcement, the Executive Directors of the Company are Tan Sri Cheng Heng Jem and Ms. Juliana Cheng San San, the Non-executive Director is Dato’ Sri Dr. Hou Kok Chung and the Independent Non-executive Directors are Dato’ Fu Ah Kiow, Mr. Yau Ming Kim, Robert and Datuk Koong Lin Loong.
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