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RoboSense Technology Co., Ltd Proxy Solicitation & Information Statement 2024

Dec 13, 2024

50628_rns_2024-12-13_f231f7fd-0d9c-4891-921d-6f3dcb47fdfb.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 announcement, 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 announcement.

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凯盛新能源股份有限公司

Triumph New Energy Company Limited

(Formerly known as “LUOYANG GLASS COMPANY LIMITED 洛陽玻璃股份有限公司”)

(a joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock code: 01108)

FURTHER ELABORATION OF CUMULATIVE VOTING SYSTEM TO BE ADOPTED FOR CERTAIN RESOLUTIONS PROPOSED AT THE 2024 THIRD EXTRAORDINARY GENERAL MEETING

References are made to (i) the notice (the "Notice") of the 2024 third extraordinary general meeting (the "EGM") of Triumph New Energy Company Limited (the "Company") dated 6 December 2024; and (ii) the proxy form (the "Proxy Form") published by the Company on 6 December 2024.

As disclosed in the Proxy Form, the cumulative voting system will be adopted at the EGM for the voting of ordinary resolutions 1 ("Resolution 1") and 2 ("Resolution 2") (i.e., the resolutions relating to the election of directors). The purpose of this announcement is to further elaborate on the cumulative voting system as set out below.

As disclosed in note 4 to the Proxy Form, the Company will adopt the cumulative voting system for voting on Resolution 1 and Resolution 2. The specific methods and illustration of the cumulative voting system are as follows:

(1) Resolution 1 and Resolution 2 are in the same resolution group. In terms of the resolution group, for every share of the Company ("Share(s)") held by you, you will have the same number of votes which equals the number of directors to be elected. For example, if you are holding 100 shares, and given that there are two directors to be elected at the EGM under Resolution 1 and Resolution 2, the aggregate number of votes which you will have will be 200 votes (i.e. 100 shares x 2 = 200 voting shares) for the voting of Resolution 1 and Resolution 2.


(2) You may cast all your votes on one candidate if you wish, or cast any portion of your votes on different candidates in any combination, or abstain from voting. For example, if you are holding 100 shares, the total number of your votes regarding Resolution 1 and Resolution 2 is 200, you may choose to cast the 200 votes equally amongst all the candidates, or to cast all your 200 votes to a certain candidate, etc. After the end of the voting, the votes will be counted cumulatively for each of Resolution 1 and Resolution 2 separately.

(3) You should cast your votes to the extent of the total number of votes held by you (i.e. the total number of shares held by you multiplied by the total number of directors to be elected, being two). Please note that the number of votes you cast for a certain candidate/all candidates shall not exceed the aggregate number of votes to which you are entitled. When the total number of votes you cast on a certain candidate/all candidates exceeds the total number of votes to which you are entitled, all the votes cast by you shall be invalid and you will be deemed as having abstained from voting. When the total number of votes you cast on a certain candidate/all candidates is less than the total number of votes to which you are entitled, such votes shall be valid and the uncast votes will be regarded as abstained votes. For example, if you are holding 100 shares, the total number of your votes regarding Resolution 1 and Resolution 2 is 200, (a) if you fill in “200 affirmative vote(s)” in the “Cumulative Vote(s)” column for a certain candidate, you have used up all the votes to which you are entitled, and you have no votes remaining to be cast for another candidate. Should you fill in the “Cumulative Vote(s)” column for another candidate with any number of votes (other than 0), all the votes you cast shall be invalid; or (b) if you only fill in “50 affirmative vote(s)” in the “Cumulative Vote(s)” column for one candidate, “50 affirmative vote(s)” in the “Cumulative Vote(s)” column for another candidate, the 100 votes cast by you shall be valid and the remaining 100 votes uncast will be regarded as abstained votes.

(4) For the avoidance of doubt,

(i) the “For”, “Against” and “Abstention” options are not available for Resolution 1 and Resolution 2 and if you wish to vote in favour of a certain candidate/all candidates, please fill in the number of votes you wish to cast for that candidate(s) under the “Cumulative Vote(s)” column; and

(ii) when the total number of votes cast on a certain candidate is more than half of the total number of shares held by all shareholders attending the EGM (before being cumulated), the candidate in question shall be regarded to have been elected.

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As disclosed in the Notice, the EGM will be held as originally scheduled 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") on 30 December 2024 at 9:00 a.m.. Shareholders of the Company are reminded to note the other instructions set out in the Proxy Form and return the same to the H share registrar of the Company in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, 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 (as the case may be).

By order of the Board

Triumph New Energy Company Limited

Xie Jun

Chairman

Luoyang, the PRC

13 December 2024

As at the date of this announcement, the Board comprises three executive Directors: Mr. Xie Jun, Mr. Zhang Rong and Mr. He Qingbo; and four independent non-executive Directors: Ms. Zhang Yajuan, Mr. Chen Qisuo, Mr. Fan Baoqun and Ms. Yuan Jian.

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