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Pinestone Capital Limited — Proxy Solicitation & Information Statement 2022
Oct 3, 2022
49474_rns_2022-10-03_5e42bb1a-6ac6-4aec-92e8-aba90f069d98.pdf
Proxy Solicitation & Information Statement
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Pinestone Capital Limited 鼎石資本有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 804)
FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING (OR ANY ADJOURNMENT THEREOF)
I/We [1] of
being the registered holder(s) of [2] shares of HK$0.001 each of Pinestone Capital Limited (the “ Company ”) HEREBY APPOINT the chairman of the Extraordinary General Meeting of the Company or of (address) [3]
as my/our proxy to attend and vote for me/us and on my/our behalf at the Extraordinary General Meeting of the Company to be held at Room 1807, 18/F., China Resources Building, 26 Harbour Road, Wan Chai, Hong Kong on Wednesday, 19 October 2022 at 11:00 a.m. (or any adjournment thereof) in respect of the resolution set out in the notice of the Extraordinary General Meeting (“ Notice ”) as hereunder indicated, and if no such indication is given, as my/our proxy thinks fit.
China Resources Building, 26 Harbour Road, Wan Chai, Hong Kong on Wednesday, 19 October respect of the resolution set out in the notice of the Extraordinary General Meeting (“Notice”) as he as my/our proxy thinks fit. |
China Resources Building, 26 Harbour Road, Wan Chai, Hong Kong on Wednesday, 19 October respect of the resolution set out in the notice of the Extraordinary General Meeting (“Notice”) as he as my/our proxy thinks fit. |
2022 at 11:00 a.m. (or an reunder indicated, and if n |
2022 at 11:00 a.m. (or an reunder indicated, and if n |
, , y adjournment thereof) in o such indication is given, |
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| ORDINARY RESOLUTIONS | FOR4 | AGAINST4 | ||
| 1. | “THATsubject to and conditional upon the granting by the Listing Committee of The Stock Exchange of Hong Kong Limited of the listing of, and permission to deal in, the Consolidated Shares (as defined below) arising from the Share Consolidation (as defined below) and with effect from the second business day immediately following the date on which this resolution is passed: (a) every twenty (20) issued and unissued ordinary shares with a par value of HK$0.001 each in the issued and authorised share capital of the Company be consolidated into one (1) ordinary share with a par value of HK$0.02 each (the “Consolidated Shares”) (the “Share Consolidation”), such Consolidated Share(s) shall rank pari passu in all respects with each other and have the rights and privileges and be subject to the restrictions in respect of the shares contained in the memorandum of association and articles of association of the Company, so that following the Share Consolidation, the authorised share capital of the Company shall be changed from HK$500,000,000 divided into 500,000,000,000 shares of a nominal or par value of HK$0.001 each to HK$500,000,000 divided into 25,000,000,000 shares of a nominal or par value of HK$0.02 each; (b) following the Share Consolidation, the directors of the Company (the “Directors”) be and are hereby authorised to make arrangements for the settlement and disposal of fractional entitlements, if any, arising from or in connection therewith and, in particular (but without prejudice to the generality of the foregoing), by aggregating any fractional entitlements arising as a result thereof and selling the same for the benefit of the Company in such manner and on such terms as the Directors may think fit; and (c) any one of the Directors be and is hereby authorised to do all such acts and things and sign, execute and deliver all documents (including affixing the common seal of the Company if appropriate) he considers necessary, desirable or expedient to give effect to the Share Consolidation and the transactions contemplated thereunder.” |
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| Dated this day of , 2022 Signature(s)5,6: Notes: 1. Full name(s) and address(es) to be inserted inBLOCK CAPITALS. 2. Please insert the number of shares of the Company registered in your name(s) to which this form of proxy relates. If n deemed to relate to all the shares of the Company registered in your name(s). 3. The full name and address of your proxy must be inserted in BLOCK CAPITALS. If not completed, the Chairman of the 4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK (“✓”) IN THE RELEVANT VOTE AGAINST A RESOLUTION, PLEASE TICK (“✓”) IN THE RELEVANT BOX MARKED “AGAINST”. cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on a resolution properly put to than those referred to in the notice convening the meeting. 5. In order to be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it attorney or authority, must be deposited at the branch share registrar of the Company at Tricor Investor Services Limite Road, Hong Kong by 11:00 a.m. (Hong Kong Time) on Monday, 17 October 2022 or not less than 48 hours before adjourned meeting. 6. This form of proxy must be in writing under the hand of the appointor or of his attorney duly authorised in writing or i seal or under the hand of an officer or attorney or other person duly authorised to sign the same. |
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| o number is inserted, this form of proxy will be Meeting will act as your proxy. BOX MARKED “FOR”. IF YOU WISH TO Failure to tick a box will entitle your proxy to the meeting (or any adjournment thereof) other is signed or a certified copy of such power of d at 17/F, Far East Finance Centre, 16 Harcourt the time for holding the said meeting or any f the appointor is a corporation, either under its |
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In case of joint holders of a share in the capital of the Company, any one of such holders may vote at the meeting either personally or by proxy in respect of such share as if he/she were solely entitled thereto. However, if more than one of such joint holders are present at the meeting personally or by proxy, that one of such holders whose name stands first in the register of members of the Company shall alone be entitled to vote in respect of that share.
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The proxy needs not be a member of the Company but must attend the meeting in person to represent you. Completion and delivery of this form of proxy will not preclude you from attending and voting in person at the meeting convened and in such events this form of proxy shall be deemed to be revoked.
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ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. 10. The description of these resolutions is by way of summary only. The full text appears in the Notice.
PERSONAL INFORMATION COLLECTION STATEMENT
Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting of the Company (the “ Purposes ”). We may transfer your and your proxy’s (or proxies’) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to Tricor Investor Services Limited at the above address.