AI assistant
Regent Pacific Group Limited — Proxy Solicitation & Information Statement 2008
Oct 3, 2008
49309_rns_2008-10-03_e05d4b52-435c-46a8-9036-151f26e92913.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
==> picture [511 x 57] intentionally omitted <==
==> picture [113 x 323] intentionally omitted <==
==> picture [113 x 323] intentionally omitted <==
(Incorporated in the Cayman Islands with Limited Liability) Stock Code: 0575 3 October 2008
ANNOUNCEMENT
NOTICE OF
EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the Extraordinary General Meeting of the Company will be held at The Lagoon Ballroom, The Landmark Macau[] , 555 Avenida de Amizade, Macau on Wednesday, 22 October 2008 at 11:00 am for the following purposes ([] Shuttle buses of The Landmark Macau will depart from the New Macau Maritime Ferry Terminal at 10:15 am and 10:45 am):
- As special business, to consider and, if thought fit, pass (with or without amendments) the following resolution
AS AN ORDINARY RESOLUTION
“ THAT the unconditional general mandate granted to the directors of the Company at the Company’s annual general meeting held on 12 June 2008 (the “ 2008 Annual General Meeting ”) to repurchase, on The Stock Exchange of Hong Kong Limited, up to a maximum of 452,647,341 shares of US$0.01 each in the Company (“ Shares ”), being 10 per cent of the fully paid voting Shares in issue as at the date of the 2008 Annual General Meeting, before the conclusion of the next annual general meeting of the Company be revoked to the extent that it has not been exercised at the date of the passing of this Resolution.”
- As special business, to consider and, if thought fit, pass (with or without amendments) the following resolution
AS AN ORDINARY RESOLUTION
“ THAT subject to the passing of Ordinary Resolution numbered 1 above, there be granted to the directors of the Company (the “ Directors ”) an unconditional general mandate to repurchase, on The Stock Exchange of Hong Kong Limited, the shares of US$0.01 each in
==> picture [511 x 5] intentionally omitted <==
Regent Pacific Group Limited Suite 1401, Henley Building 5 Queen's Road Central Hong Kong
Tel: (852) 2514 6111 Fax: (852) 2810 4792 | (852) 2509 0827
Email: [email protected] Website: www.regentpac.com
==> picture [511 x 33] intentionally omitted <==
the capital of the Company (“ Shares ”), subject to and in accordance with all applicable laws, rules and regulations and the following conditions:
-
(a) such mandate shall not extend beyond the Relevant Period;
-
(b) such mandate shall authorise the Directors to procure the Company to repurchase Shares at such prices as the Directors may at their discretion determine;
-
(c) the aggregate number of Shares to be repurchased by the Company pursuant to this Resolution during the Relevant Period shall not exceed 10 per cent of the issued voting share capital of the Company as at the date of the passing of this Resolution; and
-
(d) for the purposes of this Resolution, “ Relevant Period ” means the period from the date of the passing of this Resolution until whichever is the earlier of:
-
(i) the conclusion of the next annual general meeting of the Company;
-
(ii) the expiration of the period within which the next annual general meeting of the Company is required by the Articles of Association of the Company or any applicable law of the Cayman Islands to be held; and
-
(iii) the revocation or variation of this Resolution by an ordinary resolution of the shareholders of the Company at a general meeting.”
By Order of the Board of
Regent Pacific Group Limited
Jamie Gibson Director
Directors of the Company: James Mellon (Co-Chairman)[] Stephen Dattels (Co-Chairman)[] Jamie Gibson ( Chief Executive Officer ) Stephen Bywater[] Clara Cheung David Comba[#] Julie Oates[# ] Mark Searle[#] John Stalker[] Jayne Sutcliffe[* ]
* Non-Executive Directors
# Independent Non-Executive Directors
Hong Kong, 3 October 2008
==> picture [511 x 6] intentionally omitted <==
Regent Pacific Group Limited Email: [email protected] Website: www.regentpac.com
Page 2 of 3
==> picture [511 x 33] intentionally omitted <==
Notes:
-
A member of the Company entitled to attend and vote at the meeting convened by this notice is entitled to appoint one or more proxies to attend and vote in his stead. A proxy need not be a member of the Company. Completion and return of an instrument appointing a proxy will not preclude a member from attending and voting in person at the meeting or any adjourned meeting if he so wishes.
-
In order for it to be valid, the form of proxy, accompanied by the power of attorney (if applicable) or other authority (if any) under which it is signed or a certified copy of that power or authority, must be deposited with the Company Secretary at the Company’s principal place of business in Hong Kong at Suite 1401, Henley Building, 5 Queen’s Road Central, Hong Kong not less than 48 hours before the time appointed for the meeting or its adjourned meeting.
-
In the case of joint registered 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 holder(s). For this purpose, seniority shall be determined by the order in which the names of the holders stand in the Register of Members of the Company in respect of such joint holding.
-
In the case of a conflict between the English text of this notice and its Chinese translation, the English text will prevail.
==> picture [511 x 6] intentionally omitted <==
Regent Pacific Group Limited Email: [email protected] Website: www.regentpac.com
Page 3 of 3