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SinoMab BioScience Limited — Proxy Solicitation & Information Statement 2022
Aug 30, 2022
50863_rns_2022-08-30_46ed13d4-ada4-47ef-a2bd-42ae4abbbf05.pdf
Proxy Solicitation & Information Statement
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SinoMab BioScience Limited 中國抗體製藥有限公司
(Incorporated in Hong Kong with limited liability) (Stock code: 3681)
Number of shares to which this form of proxy relates[(Note][1)]
FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD AT THEATER R2, 10/F, UNITED CENTRE, 95 QUEENSWAY, ADMIRALTY, HONG KONG ON WEDNESDAY, 21 SEPTEMBER 2022 AT 10:00 A.M.
I/We[(Note][2)]
of
being the registered holder(s) of shares in the issued share capital of SinoMab BioScience Limited (the ‘‘Company’’) HEREBY APPOINT the Chairman of the meeting[(Note][3)]
or
of
as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the extraordinary general meeting (the ‘‘EGM’’) of the Company to be held at Theater R2, 10/F, United Centre, 95 Queensway, Admiralty, Hong Kong on Wednesday, 21 September 2022 at 10:00 a.m. (and at any adjournment thereof). Please tick (‘‘P’’) the appropriate boxes to indicate how you wish your vote(s) to be cast[(Note][4)] .
| ORDINARY RESOLUTION | ORDINARY RESOLUTION | FOR | AGAINST | ||
|---|---|---|---|---|---|
| 1. | ‘‘THAT, subject to and conditional upon the Listing Committee of The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’) granting approval for the listing of, and permission to deal in, the shares of the Company (‘‘Shares’’) which may fall to be issued and allotted pursuant to the exercise of any options which may be granted under the new share option scheme of the Company (the ‘‘2022 Share Option Scheme’’), the rules of which are contained in the document marked ‘‘A’’ produced to this meeting and signed by the chairman of this meeting for identification purpose, the 2022 Share Option Scheme be and is hereby approved and adopted and the directors of the Company be and are hereby authorised to take all such steps and attend all such matters, approve and execute (whether under hand or under seal) such documents and do such other things, for and on behalf of the Company, as the directors of the Company may consider necessary, desirable or expedient to effect and implement the 2022 Share Option Scheme, including without limitation, a. administering the 2022 Share Option Scheme under which options will be granted to participants eligible under the 2022 Share Option Scheme to subscribe for Shares; b. modifying and/or amending the 2022 Share Option Scheme from time to time provided that such modification and/or amendment is effected in accordance with the provisions of the 2022 Share Option Scheme relating to modification and/or amendment and the requirements of the Rules Governing the Listing of Securities on the Stock Exchange (‘‘Listing Rules’’); |
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| c. granting options to subscribe for Shares under the 2022 Share Option Scheme and allotting and issuing from time to time such number of Shares as may be required to be issued pursuant to the exercise of the options that may be granted under the 2022 Share Option Scheme and subject to the Listing Rules; |
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| d. making application at the appropriate time or times to the Stock Exchange, and any other stock exchanges upon which the issued shares of the Company may for the time being be listed, for the listing of, and permission to deal in, any new shares of the Company or any part thereof that may hereafter from time to time be allotted and issued pursuant to the exercise of the options granted under the 2022 Share Option Scheme; and e. consenting, if it so deems fit and expedient, to such conditions, modifications and/or variations as may be required or imposed by the relevant authorities in relation to the 2022 Share Option Scheme.’’ |
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| Date: Notes: 1. 2. 3. 4. 5. 6. 7. 8. 9. |
day of Please insert the number of s If more than one proxy is app Full name(s) and address(es) If any proxy other than the C Any shareholder of the Comp Every shareholder present in IMPORTANT: IF YOU WI TICK (‘‘P’’) THE BOX M properly put to the EGM othe This form of proxy must be ANY ALTERATION MADE In case of joint holders, the v be determined by the order in In order to be valid, this for Computershare Hong Kong In holiday) before the time appo Completion and delivery of th to be revoked. References to time and dates |
2022 Signature(s)(Note 5) hares to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to rela ointed, the number of shares in respect of which each such proxy so appointed must be specified. to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated. hairman of the meeting is preferred, please strike out the words ‘‘the Chairman of the meeting’’ and insert th any entitled to attend and vote at the EGM is entitled to appoint more than one proxy to attend and vote inste person or by proxy shall be entitled to one vote for each share held by him. SH TO VOTE FOR A RESOLUTION, PLEASE TICK (‘‘P’’) THE BOX MARKED ‘‘FOR’’. IF YO ARKED ‘‘AGAINST’’. If no direction is given, your proxy will vote or abstain at his discretion. Your proxy r than those referred to in the notice convening the EGM. signed by you or your attorney duly authorised in writing. In case of a corporation, the same must be eithe TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. ote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of vote which the names stand in the register of members of the Company. m of proxy and any authority (if any) under which it is signed, or a copy of such power or authority, must vestor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not inted for the meeting or the adjourned meeting (as the case may be) (i.e. not later than 10:00 a.m. on Mond e form of proxy will not preclude you from attending and voting in person at the EGM or poll concerned if in this form of proxy are to Hong Kong time and dates. |
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| te to all the shares of the Company registered in your name(s). e name and address of the proxy desired in the space provided. ad of him. A proxy need not be a shareholder of the Company. U WISH TO VOTE AGAINST A RESOLUTION, PLEASE will also be entitled to vote at his discretion on any resolution r under its seal or under the hand of a duly authorised officer. s of the other joint holder(s) and for this purpose seniority will be deposited at the Company’s share registrar in Hong Kong, less than 48 hours (excluding any part of a day that is a public ay, 19 September 2022 (Hong Kong time)). you so wish. In such event, this form of proxy shall be deemed |
PERSONAL INFORMATION COLLECTION STATEMENT
Yourinstructionssupplyforof theyourEGMand ofyourthe proxyCompany’s (or(theproxies‘‘Purposes’) name(s)’’). Weandmayaddress(es)transfer isyouron anda voluntaryyour proxybasis’s (orforproxiesthe purpose’) name(s)of processingand address(es)your requestto our agent,for thecontractor,appointmentor thirdof a partyproxyservice(or proxies)providerandwhoyourprovidesvoting administrative,need to receive computerthe information.and otherYourservicesand yourto usproxyfor ’uses (orinproxiesconnection’) name(s)with theandPurposesaddress(es)andwillto suchbe retainedparties forwhosuchare periodauthorisedas mayby lawbe necessaryto requesttothefulfilinformationthe Purposes.or areRequestotherwisefor accessrelevanttoforand/orthe Purposescorrectionandof the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by the following means: By mail to: Personal Data Privacy Officer
Computershare Hong Kong Investor Services Limited
17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong
Or By email to: [email protected]
This document is made in English and Chinese. In case of any inconsistency, the English version shall prevail.