AI assistant
Skyworth Group Limited — AGM Information 2021
Aug 24, 2021
49442_rns_2021-08-24_b03d69d9-4f4f-49bb-ab88-2e8e5af38740.pdf
AGM Information
Open in viewerOpens in your device viewer
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.
SKYWORTH GROUP LIMITED 創維集團有限公司
(Incorporated in Bermuda with limited liability)
(Stock Code: 00751)
NOTICE OF SPECIAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that a special general meeting (the “ SGM ”) of Skyworth Group Limited (the “ Company ” and, together with its subsidiaries, the “ Group ”) will be held at 5/F, United Centre, 95 Queensway, Admiralty, Hong Kong on Friday, 10 September 2021 at 10:00 a.m. for the purpose of considering and, if thought fit, passing, with or without amendment, the following resolution as an ordinary resolution of the Company:
ORDINARY RESOLUTION
1. “ THAT
-
(a) the disposal by 深圳創維-RGB電子有限公司 (Shenzhen Chuangwei-RGB Electronics Co., Ltd.), an indirect wholly-owned subsidiary of the Company, of the 10% equity interest held by it in 廣州創維平面顯示科技有限公司 (Guangzhou Flat Display Technology Co., Ltd.) to 科 學城(廣州)投資集團有限公司 (Science City (Guangzhou) Investment Group Co. Ltd.*) on the terms and conditions of the sale and purchase agreement dated 28 July 2021 (“ Agreement ”, a copy of which has been tabled to the SGM and marked “ A ” and initialled by the chairman of the SGM for identification purpose) be and is hereby approved; and
-
(b) any one or more of the directors of the Company be and is/are hereby authorised to do all such acts and things and execute all such documents which he/she/they consider necessary, desirable or expedient for the purpose of, or in connection with, the implementation of and giving effect to the Agreement and the transactions contemplated thereunder.”
-
For identification purposes only
By order of the Board Skyworth Group Limited Lai Weide Chairman of the Board
Hong Kong, 25 August 2021
1
As at the date of this notice, the Board comprises Mr. Lai Weide as the Chairman of the Board, Mr. Liu Tangzhi as executive Director and the chief executive officer, Ms. Lin Wei Ping, Mr. Shi Chi, Mr. Lin Jin and Mr. Lam Shing Choi, Eric as executive Directors; and Mr. Li Weibin, Mr. Cheong Ying Chew, Henry and Mr. Hung Ka Hai, Clement as independent non-executive Directors.
Registered Office: Head Office and Principal Place of Business: Clarendon House Rooms 1601-04 2 Church Street Westlands Centre Hamilton HM 11 20 Westlands Road Bermuda Quarry Bay Hong Kong
Notes:
-
The register of members of the Company will be closed from Tuesday, 7 September 2021 to Friday, 10 September 2021 (both days inclusive), during which period no transfer of shares in the Company will be effected. In order to qualify for attendance at the SGM, all transfers, accompanied by the relevant share certificates, have to be lodged with the Company’s branch share registrar and transfer office in Hong Kong, Hong Kong Registrars Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, not later than 4:30 p.m. on Monday, 6 September 2021.
-
A member entitled to attend and vote at a meeting of the Company is entitled to appoint another person as his proxy to attend and vote instead of him. A member who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf. A proxy need not be a member of the Company.
-
In order to be valid, the proxy form must be deposited together with a power of attorney or other authority, if any, under which it is signed, or a certified copy of that power or authority, at the office of the Company’s branch share registrar in Hong Kong, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not less than 48 hours before the time fixed for holding the AGM or any adjournment thereof. Completion and return of the proxy form will not preclude any member from attending and voting in person should he so desire.
-
Where there are joint holders of any share anyone of such joint holder may vote, either in person or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders be present at any meeting the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the Company’s register of members in respect of the joint holding. Several executors or administrators of a deceased member of the Company in whose name any share stands shall for the purpose of the Company’s bye-laws be deemed joint holders thereof.
-
The above resolution will be voted by way of a poll at the SGM.
-
Effect of bad weather on the SGM
The SGM will be adjourned if there is:
-
(a) a tropical cyclone warning signal number 8 or above; or
-
(b) a “black” rainstorm warning, in force in Hong Kong 2 hours before the scheduled time of the SGM on the day of the SGM. An announcement will be made by the Company in such event.
2
-
Considering the outbreak of the coronavirus disease 2019 (COVID-19), certain measures will be implemented at the SGM with a view to addressing the risk to attendees of infection, including, without limitation, (a) all attendees being required to (i) undergo compulsory body temperature check; and (ii) wear surgical masks prior to admission to the SGM venue; (b) all attendees being required to wear surgical masks throughout the SGM; (c) each attendee being assigned a designated seat at the time of registration to ensure social distancing; and (d) no corporate gift and refreshment and drinks being distributed.
-
The Company reminds attendees that they should carefully consider the risks of attending the SGM, taking into account their own personal circumstances. The Company will keep the evolving COVID-19 situation under review and may implement additional measures which it will announce closer to the date of the SGM.
3