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RoboSense Technology Co., Ltd — AGM Information 2018
Jan 25, 2018
50628_rns_2018-01-25_dae29194-883a-465f-97a1-21dda5231b91.pdf
AGM Information
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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.
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NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY given that an extraordinary general meeting (the “ EGM ”) of Luoyang Glass Company Limited* (the “ Company ”) will be held at the conference room of the Company on 3rd Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, The People’s Republic of China (the “ PRC ”) at 9:00 a.m. on 16 March 2018 for the purpose of considering and, if thought fit, passing the following resolutions:
Unless otherwise indicated, capitalised terms used herein shall have the same meanings as those defined in the announcement of the Company dated 24 January 2018 (the “ Announcement ”).
ORDINARY RESOLUTIONS
- To consider and approve the Technical Services Framework Agreement (a copy of which has been produced to the EGM marked “ 1 ” and signed by the chairman of the EGM for the purpose of identification), the terms and conditions thereof, its proposed annual caps, the transactions contemplated thereunder and the implementation thereof;
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To consider and approve the Sale and Purchase of Glass Products Framework Agreement (a copy of which has been produced to the EGM marked “ 2 ” and signed by the chairman of the EGM for the purpose of identification), the terms and conditions thereof, its proposed annual caps, the transactions contemplated thereunder and the implementation thereof;
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To consider and approve the Sale of Raw Materials Framework Agreement (a copy of which has been produced to the EGM marked “ 3 ” and signed by the chairman of the EGM for the purpose of identification), the terms and conditions thereof, its proposed annual caps, the transactions contemplated thereunder and the implementation thereof;
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To consider and approve the Engineering Equipment Procurement and Installation Framework Agreement (a copy of which has been produced to the EGM marked “ 4 ” and signed by the chairman of the EGM for the purpose of identification), the terms and conditions thereof, its proposed annual caps, the transactions contemplated thereunder and the implementation thereof;
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To consider and approve the Sale and Purchase of Spare Parts Framework Agreement (a copy of which has been produced to the EGM marked “ 5 ” and signed by the chairman of the EGM for the purpose of identification), the terms and conditions thereof, its proposed annual caps, the transactions contemplated thereunder and the implementation thereof;
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To consider and approve the Sale and Purchase of Products Framework Agreement (a copy of which has been produced to the EGM marked “ 6 ” and signed by the chairman of the EGM for the purpose of identification), the terms and conditions thereof, its proposed annual caps, the transactions contemplated thereunder and the implementation thereof;
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To consider and approve the Supply of Electricity Framework Agreement (a copy of which has been produced to the EGM marked “ 7 ” and signed by the chairman of the EGM for the purpose of identification), the terms and conditions thereof, its proposed annual caps, the transactions contemplated thereunder and the implementation thereof;
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To consider and approve the Financial Services Framework Agreement (a copy of which has been produced to the EGM marked “ 8 ” and signed by the chairman of the EGM for the purpose of identification), the terms and conditions thereof, its proposed annual caps, the transactions contemplated thereunder and the implementation thereof; and
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- To approve, ratify and confirm any one of the Directors for and on behalf of the Company, among other matters, to sign, execute, perfect, deliver or to authorize signing, executing, perfecting and delivering all such documents and deeds, to do or authorize doing all such acts, matters and things as they may in their discretion consider necessary, expedient or desirable giving effect to and implement the Technical Services Framework Agreement, the Sale and Purchase of Glass Products Framework Agreement, the Sale of Raw Materials Framework Agreement, the Engineering Equipment Procurement and Installation Framework Agreement, the Sale and Purchase of Spare Parts Framework Agreement, the Sale and Purchase of Products Framework Agreement, the Supply of Electricity Framework Agreement and the Financial Services Framework Agreement.
(For details of the foregoing resolutions, please refer to the Announcement.)
By order of the Board LUOYANG GLASS COMPANY LIMITED Zhang Chong* Chairman
Luoyang, the PRC 25 January 2018
As at the date of this notice, the Board comprises four executive Directors: Mr. Zhang Chong, Mr. Ni Zhisen, Mr. Wang Guoqiang and Mr. Ma Yan; one nonexecutive Director: Mr. Xie Jun; and four independent non-executive Directors: Mr. Jin Zhanping, Mr. Liu Tianni, Mr. Ye Shuhua and Mr. He Baofeng.
- For identification purposes only
Notes:
- Holders of the Company’s H shares, whose names appear on the register of members maintained by Hong Kong Registrars Limited at the close of trading at 4:00 p.m. on 13 February 2018, are entitled to attend and vote at the EGM. The register of members of the Company’s H shares will be closed from 14 February 2018 to 16 March 2018 (both days inclusive), during which period no transfer of H shares will be effected in order to determine the list of holders of H shares eligible to attend the EGM. Holders of H shares of the Company who wish to attend the EGM must lodge all share transfer forms accompanied by the relevant H share certificates with the registrar of the Company’s H shares, namely Hong Kong Registrars Limited at Rooms 1712–1716, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong by 4:00 p.m. on 13 February 2018.
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Any Shareholder entitled to attend and vote at the EGM may appoint a proxy or proxies (who need not be a Shareholder of the Company) to attend and vote at the EGM on his/her behalf. A proxy of a Shareholder who has appointed more than one proxy may only vote on a poll.
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The principal Shareholder may appoint a proxy in written form (i.e. through the enclosed proxy form). The proxy form shall be signed by the principal or his attorney as authorised. In the event that the proxy form is signed by the attorney of the principal, the power of attorney or other authorisation documents authorising the signatories must be notarised by the notary public. The proxy form together with such power of attorney or other authorisation documents as notarised by the notary public shall be effective only if the same be delivered to the Company’s share registrar in Hong Kong, Hong Kong Registrars Limited, at Rooms 1712–1716, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, or to the Company at No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the PRC, not less than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof.
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Shareholders who intend to attend the EGM in person or by proxy should complete and return the signed reply slip for attending the EGM to the registered address of the Company on or before 23 February 2018 by courier, mail or facsimile.
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Shareholders or their proxies shall produce their proofs of identity when attending the EGM. A proxy of Shareholder who is appointed to attend the EGM shall produce the proxy form at the same time.
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The EGM is expected to last for no more than one day. Shareholders and their proxies attending the EGM should be responsible for their own travelling and accommodation expenses.
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The registered address of the Company is as follows:
No. 9 Tang Gong Zhong Lu, Xigong District Luoyang Municipal, Henan Province The People’s Republic of China Postal Code: 471009 Telephone: 86-379-6390 8588 Facsimile: 86-379-6325 1984
- Completion and return of the proxy form will not preclude Shareholders from subsequently attending and voting in person at the EGM or any adjourned meetings should you so wish.
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