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Roma (meta) Group Limited — Proxy Solicitation & Information Statement 2014
Feb 16, 2014
51254_rns_2014-02-16_dd445902-3028-4a10-8f22-d435d46421f7.pdf
Proxy Solicitation & Information Statement
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ROMA GROUP LIMITED
羅 馬 集 團 有 限 公 司[*]
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 8072)
PROXY FORM
Form of proxy for use by shareholders of Roma Group Limited (the ‘‘Company’’) at the extraordinary general meeting to be held at Unit 3806, 38th Floor, China Resources Building, 26 Harbour Road, Wanchai, Hong Kong at 10:00 a.m. on Wednesday, 5 March 2014 (or any adjournment thereof)
I/We (note a)
of
being the holder(s) of
(note b) shares of HK$0.01 each of the Company (the ‘‘Shares’’) hereby appoint the Chairman of the extraordinary general meeting (‘‘Meeting’’) of the Company or
of
to act as my/our proxy (note c) at the Meeting to be held at Unit 3806, 38th Floor, China Resources Building, 26 Harbour Road, Wanchai, Hong Kong at 10:00 a.m. on Wednesday, 5 March 2014 and at any adjournment thereof and to vote on my/our behalf as directed below.
Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast in respect of such resolutions as hereunder indicated (note d).
FOR AGAINST
Subject to and conditional upon the Listing Committee of The Stock Exchange of Hong Kong Limited granting the listing of, and permission to deal in, the Subdivided Shares (as hereinafter defined), to approve the subdivision of each of the issued and unissued shares of HK$0.01 in the share capital of the Company into ten (10) shares of HK$0.001 each (the ‘‘Subdivided Shares’’) with effect from the business day immediately following the day on which this resolution is passed (the ‘‘Share Subdivision’’) and authorise the directors of the Company to issue new share certificates in respect of the Subdivided Shares for and on behalf of the Company to holders of existing shares of the Company pursuant to the Share Subdivision and to do all such acts, deeds and things and to effect all necessary actions as they may consider necessary or desirable in order to effect, implement and complete the Share Subdivision.
Dated
Shareholder’s signature (notes e, f, g and h)
Notes:
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a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. b. Please insert the number of Shares registered in your name(s). 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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c. Adeleteproxytheneedwordsnot‘‘thebe aChairmanmember ofof thethe extraordinaryCompany. If yougeneralwishmeetingto appoint(‘‘Meetingsome person’’) of theotherCompanythan theor’’Chairmanand insertofthethenameMeetingand asaddressyour proxy,of the personplease appointed proxy in the space provided.
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d. resolution,If you wishpleaseto votetickfor(‘‘aPresolution’’) the boxsetmarkedout above,‘‘Againstplease’’ againsttick (‘‘suchP’’)resolution.the box markedIf the form‘‘For’’returnedagainstissuchdulyresolution.signed butIfwithoutyou wishspecificto votedirectionagainstona any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those set out in the notice convening the Meeting.
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e. In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.
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f. The form of proxy must be signed by a Shareholder, or his attorney duly authorised in writing, or if the Shareholder is a corporation, either under seal or under the hand of an officer or attorney duly authorised.
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g. Floor,suchTo bepowervalid,TesburyorthisauthorityCentre,form of28mustproxyQueenbetogether’depositeds Road withEast,at theanyWanchai,officespower ofofHongtheattorneyKongCompanyornotother’laters HongauthoritythanKong48 hours(ifbranchany)beforeshareundertheregistrar,whichtimeitofisTricorthesignedMeetingInvestoror a ornotariallyServicesany adjournedcertifiedLimited,meeting.copyat 26thof h. Any alteration made to this form should be initialled by the person who signs the form.
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i. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish.
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For identification purpose only