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Regent Pacific Group Limited — Proxy Solicitation & Information Statement 2019
Jul 11, 2019
49309_rns_2019-07-11_575dcad2-0008-4f7d-aed8-41065fafc694.pdf
Proxy Solicitation & Information Statement
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(Incorporated in the Cayman Islands with limited liability)
(Stock code: 0575)
Form of Proxy for use at the Extraordinary General Meeting to be held on Tuesday, 30 July 2019 (“Meeting”)
I/We[(1)] ,
of
being the registered holder(s) of[(2)]
shares of US$0.01 each in the capital of Regent Pacific Group Limited (the
“ Company ”), HEREBY APPOINT[(3)] the duly appointed chairman of the Meeting or
of
or failing him/her,
of
as my/our proxy to attend and act for me/us on my/our behalf at the Extraordinary General Meeting of the Company to be held at Salons 1 and 2, Level 1, MGM Macau[] , Avenida Dr. Sun Yat Sen, NAPE, Macau on Tuesday, 30 July 2019 at 11:00 am (and at any adjournments thereof) and at such Meeting (and at any adjournments thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as hereunder indicated and, if no such indication is given, as my/our proxy thinks fit ([] Shuttle buses of MGM Macau will depart from the New Macau Maritime Ferry Terminal from time to time).
Ordinary Resolutions
For[(4)] Against[(4)]
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To approve the Connected Subscription Agreement and the issue of the Connected Convertible Notes thereunder and the issue and allotment of the Connected Conversion Shares upon conversion of the Connected(the “ Circular Convertible”)). Notes (all terms as defined in the circular issued by the Company on 11 July 2019
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To approve the Third Party Subscription Agreement and the issue of the Third Party Convertible Notes thereunder and the issue and allotment of the Third Party Conversion Shares upon conversion of the Third Party Convertible Notes (all terms as defined in the Circular).
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To approve the increase in the authorised share capital of the Company (as detailed in the Circular).
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I/We also hereby authorise my/our proxy to vote for me/us on my/our behalf in respect of any other resolutions and/or amended resolutions in his/her absolute discretion at the Meeting (and at any adjournments thereof)[(5)#] .
Please delete this paragraph if not appropriate
Signature[(6)]
Dated this day of 2019
Notes:
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Please insert full name(s) and address(es) in BLOCK CAPITALS. The names of ALL joint registered holders should be stated.
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Please insert the number of shares in the capital of the Company registered in your name(s) 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 capital of the Company registered in your name(s).
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If you wish to appoint a proxy other than the chairman of the Meeting, please strike out the words “the duly appointed chairman of the Meeting or” and insert the name and address of your proxy in the space provided. A member of the Company entitled to attend and vote at the Meeting 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. If no name is inserted, the chairman of the Meeting will act as your proxy.
4. Important: If you wish to vote in favour of any resolution, tick in the box marked “For”. If you wish to vote against any resolution, tick in the box marked “Against”. Failure to tick any box will entitle your proxy to cast your vote or abstain at his/her discretion.
5. Important: If you do not wish to authorise your proxy to vote for you in respect of any other resolutions and/or amended resolutions in his/her absolute discretion at the Meeting (and at any adjournments thereof), please delete this paragraph. Failure to delete the paragraph is deemed to be your consent to entitle your proxy to cast your vote or abstain at his/her discretion in respect of any other resolutions and/or amended resolutions at the Meeting (and at any adjournments thereof).
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This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must either be executed under its common seal or under the hand of an officer or attorney or other person duly authorised.
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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.
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In order for it to be valid, this 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 8th Floor, Henley Building, 5 Queen’s Road Central, Hong Kong or via email at [email protected] not later than 11:00 am on Sunday, 28 July 2019.
9. Any alteration made to this form of proxy must be initialled by the person who signs it.
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 the Company at the above address.