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Pioneer Global Group Limited Proxy Solicitation & Information Statement 2015

Aug 20, 2015

49048_rns_2015-08-20_8c7ac166-6b32-4468-ac64-c47fd906b0e5.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 notice, 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 notice.

PIONEER GLOBAL GROUP LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 00224)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Extraordinary General Meeting (“ EGM ”) of the shareholders of Pioneer Global Group Limited (the “ Company ”) will be held at Victoria Room 3, 3rd Floor, 68 Yee Wo Street, Causeway Bay on Monday, 7 September 2015 at 3:00 p.m. for the purposes of considering and, if thought fit, passing the ordinary resolutions set out as follows:

THAT :

  • (a) the joint venture agreement dated 10 July 2015 (“ JV Agreement ”) entered among Uniever Link Limited, the wholly-owned subsidiary of the Company (“ Shareholder A ”), Panorama International Trading Limited (“ Shareholder B ”), Supreme Key Limited (“ Joint Venture Company ”) and the Company pursuant to which Shareholder A and Shareholder B wish to establish the Joint Venture Company on 10:90 basis to hold, manage and operate the InterContinental Hong Kong be and is hereby approved, confirmed and ratified; and

  • (b) the execution of the JV Agreement be and is hereby approved, confirmed and ratified and any one director of the Company be and is hereby authorized to approve and execute all documents, to do all such things and take all other steps which in his/her opinion, may be necessary or desirable in connection with the matters contemplated in and for giving effect to the JV Agreement.”

By order of the Board Pioneer Global Group Limited Law Tsui Yan

Secretary

Hong Kong, 21 August 2015

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Note:

  1. The Company has received written undertakings from a group of shareholders who together hold more than 50% in nominal value of the shares of the Company and have no interests in Gaw Capital Partners and are not required to abstain from voting at the EGM to vote in favour of the resolutions at the EGM to approve the transaction.

  2. Any member of the Company entitled to attend and vote is entitled to appoint one or more proxies to attend and vote instead of him. A proxy needs not be a shareholder of the Company.

  3. To be valid, the form of proxy together with any power of attorney or other authority (if any) under which it is signed or notarially certified copy of such power or authority must be deposited at 20th Floor, Lyndhurst Tower, No. 1 Lyndhurst Terrace, Central, Hong Kong not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.

  4. Completion and return of a form of proxy will not preclude a member from attending in person and voting at the EGM or any adjournment thereof, should he so wish.

As at the date of this notice, the executive directors of the Company are Mrs. Rossana Wang Gaw, Mr. Goodwin Gaw, Mr. Kenneth Gaw, Ms. Christina Gaw and Mr. Alan Kam Hung Lee and the independent non-executive directors of the Company are Dr. Charles Wai Bun Cheung, JP, Mr. Stephen Tan and Mr. Arnold Tin Chee Ip.

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