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Seazen Group Limited — Proxy Solicitation & Information Statement 2024
Nov 21, 2024
49637_rns_2024-11-21_e912e596-9b03-4397-8ed3-b0374f2a756a.pdf
Proxy Solicitation & Information Statement
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SEAZEN GROUP LIMITED 新城發展控股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1030)
FORM OF PROXY FOR USE AT EXTRAORDINARY GENERAL MEETING TO BE HELD ON MONDAY, 9 DECEMBER 2024
I/We [(Note][1)] of [(Note][1)]
being the registered holder(s) of [(Note][2)] Limited (the “ Company ”) hereby appoint of
shares of HK$0.001 each in the capital of Seazen Group
or failing him/her of
or failing him/her, the chairman of the extraordinary general meeting [(Note][3)] as my/our proxy to attend and vote for me/us and on my/our behalf at the extraordinary general meeting of the Company to be held at Suites 1006-1008, 10/F, ICBC Tower, 3 Garden Road, Central, Hong Kong on Monday, 9 December 2024 at 10:30 a.m. (the “ Extraordinary General Meeting ”), and at any adjournment thereof, for the purpose of considering and, if thought fit, passing with or without modification, the resolution as set out in the notice of the Extraordinary General Meeting and to vote on my/our behalf as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit. My/Our proxy is authorised and instructed to vote as indicated in respect of the undermentioned resolution:
| Ordinary Resolution For(Note 4) Against(Note 4) 1. “THAT: (a) the Loan Framework Agreement, a copy of which is tabled at the meeting and marked “A” and initialed by the chairman of the meeting for identification purpose, and the transactions contemplated thereunder, be and are hereby confirmed and approved; (b) the proposed annual caps for the transactions contemplated under the Loan Framework Agreement be and is hereby approved; and (c) any one director of the Company be and is hereby authorised for and on behalf of the Company to sign, execute, perfect and deliver all such documents and to affix the common seal of the Company on any such document as and when necessary and do all such deeds, acts, matters and things as he may in his discretion consider necessary or desirable for the purposes of or in connection with the Loan Framework Agreement.” |
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Dated this
day of 2024 Signature(s) [(Notes][5][&][6)] :
Notes:
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Full name(s) and address(es) shall be inserted in BLOCK CAPITALS . The names of all joint holders should be stated.
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Please insert the number of shares 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 shares in the capital of the Company registered in your name(s).
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Full name(s) and address(es) shall be inserted in BLOCK CAPITALS . If not completed, the chairman of Extraordinary General Meeting will act as your proxy.
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IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED “For”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE BOX MARKED “Against”. Failure to tick a box will entitle your proxy to cast your vote at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.
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The instrument appointing a proxy shall be in writing and shall be executed under the hand of the appointor or of his/her attorney duly authorised in writing or, if the appointor is a corporation, either under its seal or under the hand of an officer, attorney or other person duly authorised to sign the same.
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In the case of joint holders of any share, any one of such persons may vote at the Extraordinary General Meeting, either personally or by proxy, in respect of such share as if he/she were solely entitled thereto. However, if more than one of such joint holders be present at the Extraordinary General Meeting personally or by proxy, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority shall be determined as that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share.
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To be valid, this form of proxy must be completed, signed and deposited at the Hong Kong branch share registrar of the Company, Link Market Services (Hong Kong) Pty Limited, at Suite 1601, 16/F, Central Tower, 28 Queen’s Road Central, Hong Kong, together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy thereof), not less than 48 hours before the time for holding the meeting (i.e. by 10:30 a.m. on Saturday, 7 December 2024) or any adjournment thereof. The completion and return of the form of proxy shall not preclude shareholders of the Company from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish, and in such event, the form of proxy shall be deemed to be revoked.
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A proxy need not be a shareholder of the Company.
PERSONAL INFORMATION COLLECTION STATEMENT
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(i) “Personal Data” in this statement has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (“ PDPO ”).
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(ii) Your Personal Data is supplied to the Company on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for theEGM of the Company (the “ Purposes ”). Failure to provide sufficient information may render the Company not able to process your instructions and/or request as stated in this form of proxy. (iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, its share registrar, and/or other companies or bodies for any of the Purposes, and retained for such period as may be necessary for verification and record purposes.
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(iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing and addressed to the Personal Data Privacy Officer of the Company’s share registrar, Link Market Services (Hong Kong) Pty Limited, Suite 1601, 16/F, Central Tower, 28 Queen’s Road Central, Hong Kong or by email at [email protected].