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SIM Technology Group Limited Proxy Solicitation & Information Statement 2018

Jan 17, 2018

50331_rns_2018-01-17_14749879-c47f-4dfd-ab3c-26b3105b61f0.pdf

Proxy Solicitation & Information Statement

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SIM Technology Group Limited 晨訊科技集團有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 2000)

PROXY FORM

Form of proxy for the special general meeting to be held at 24th Floor, Admiralty Centre I, 18 Harcourt Road, Admiralty, Hong Kong on Tuesday, 13 February 2018 at 10:00 a.m. (the “Meeting”)

I/We[(Note][1)]

of

being the registered holder(s) of[(Note][2)] shares of HK$0.10 each (the “ Shares ”) in the issued share capital of SIM Technology Group Limited (the “ Company ”), hereby appoint[(Note][3)]

of

or failing him/her, the Chairman of the Meeting, as my/our proxy to attend on my/our behalf at the Meeting (and at any adjournment thereof) to consider and, if thought fit, vote for me/us in my/our name(s) in respect of the resolutions set out in the notice of the Meeting (with or without amendments) as hereunder indicated.

Ordinary Resolutions
For (Note 4)
Against (Note 4)
(a) To approve, confirm and ratify the Sale and Purchase Agreement
(as defined in the circular of the Company dated 18 January 2018 (the
Circular”)) and the transactions contemplated thereunder and (b) to
authorise the board of directors of the Company to take all such
actions as it considers necessary, appropriate, desirable and expedient
for the purposes of giving effect to or in connection with the Sale and
Purchase Agreement and all transactions contemplated thereunder.

Dated this

day of , 2018. Signature(s)[(Note][7)] :

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint holders should be stated.

  2. 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 registered in your name(s).

  3. Full name and address of proxy to be inserted in BLOCK CAPITALS . IF NOT COMPLETED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. A holder of two or more Shares may appoint one or more proxies to attend and vote in his/her/its stead and if more than one proxy is appointed, the appointment shall specify the number of Shares in respect of which such proxy is appointed.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK IN THE BOX MARKED “FOR” BESIDE THE RESOLUTION. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK IN THE BOX MARKED “AGAINST” BESIDE THE RESOLUTION. If no direction is given, the proxy will be entitled to vote or abstain as he/she thinks fit. Your proxy will also be entitled to vote or abstain at his/her discretion on any resolution(s) properly put to the Meeting other than that referred to in the notice convening the Meeting.

  5. To be valid, this form of proxy, together with the power of attorney or other authority, if any, under which it is signed, or a certified copy of that power or authority must be deposited at Company’s principal place of business in Hong Kong at Unit 2908, 29th Floor, 248 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the Meeting (or any adjournment thereof).

  6. In the case of joint holders of any Share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such Share as if he/she/it were solely entitled thereto; but if more than one of such joint holders are present at the Meeting, the vote of the person, whether attending in person or by proxy, whose name stands first on the register of members of the Company in respect of such Share shall be accepted to the exclusion of the vote(s) of the other joint holder(s).

  7. This form of proxy must be signed by you or your attorney duly authorised in writing or, if you are a corporation, must either be executed under seal or under the hand of an officer or attorney duly authorised.

  8. The proxy needs not be a member of the Company but must attend the Meeting in person to represent you.

  9. Completion and delivery of this form of proxy shall not preclude you from attending and voting in person if you so wish.

  10. Any alteration to this form of proxy must be initialed by the person who signs it.

  11. For identification purposes only