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Sisram Medical Ltd — Proxy Solicitation & Information Statement 2008
Nov 25, 2008
50098_rns_2008-11-25_2a03e60c-a24c-48ad-ad98-f8df86341e4f.pdf
Proxy Solicitation & Information Statement
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The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims 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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(Incorporated in Bermuda with limited liability) (Stock Code: 723)
DESPATCH OF CIRCULAR RELATING TO VERY SUBSTANTIAL DISPOSAL AND CONNECTED TRANSACTION INVOLVING THE PROPOSED DISPOSAL OF A MAGNESITE MINING SUBSIDIARY AND OFF-MARKET REPURCHASE OF SHARES PROPOSED CHANGE OF COMPANY NAME AND PROPOSED CAPITAL REORGANISATION
The Circular containing, among other things, details of the Agreement, financial information relating to the Group and the Remaining Group, the respective letters of advice from the Independent Board Committee and VC Capital Limited, information regarding the proposed change of Company name and proposed Capital Reorganisation, the notice of the SGM and other information as required under the Listing Rules and the Repurchase Code will be despatched to the Shareholders on 26 November 2008.
Reference is made to the announcement of the Company dated 2 September 2008 in relation to, among other things, the Disposal and the Securities Repurchase and the announcement of the Company dated 19 November 2008 in relation to, among other things, the proposed change of Company name and proposed Capital Reorganisation (together, the “Announcements”). Terms used in this announcement shall have the same meanings as those defined in the Announcements unless the context requires otherwise.
The circular of the Company (the “Circular”) containing, among other things, details of the Agreement, financial information relating to the Group and the Remaining Group, the respective letters of advice from the Independent Board Committee and VC Capital Limited, information regarding the proposed change of Company name and proposed Capital Reorganisation, the notice of the SGM and other information as required under the Listing Rules and the Repurchase Code will be despatched to the Shareholders on 26 November 2008.
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The SGM for the purpose of considering, and if thought fit, approving the Agreement and the transactions contemplated thereunder, the proposed change of Company name and the proposed Capital Reorganisation will be held at Boardroom 5, G/F., Renaissance Harbour View Hotel, No.1 Harbour Road, Wanchai, Hong Kong at 10:30 a.m. on Friday, 19 December 2008.
Disinterested Shareholders are advised to read the “Letter from the Independent Board Committee” and the “Letter from VC Capital” as set out in the Circular before deciding to vote in favour of or against the resolutions to be proposed at the SGM to approve the Agreement and the transactions contemplating thereunder.
By order of the Board Magnesium Resources Corporation of China Limited Teoh Tean Chai, Anthony Executive Director
Hong Kong, 25 November 2008
As at the date of this announcement, the Directors are as follows:
Executive Directors:
Mr. Teoh Tean Chai, Anthony Ms. Chung Oi Ling, Stella
Independent non-executive Directors:
Mr. Lo Chi Ho, William Mr. Chu Kin Wang, Peleus Ms. Lau Wa Chun
The Directors of the Company jointly and severally accept responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinion expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement herein misleading.
- For identification purpose only
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