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Skyworth Group Limited Proxy Solicitation & Information Statement 2013

Jun 4, 2013

49442_rns_2013-06-04_15cb53cc-a61d-46ae-b52e-458cb1981048.pdf

Proxy Solicitation & Information Statement

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SKYWORTH DIGITAL HOLDINGS LIMITED (創 維 數 碼 控 股 有 限 公 司[*] )

(Incorporated in Bermuda with limited liability)

(Stock Code: 00751)

I/We[1]

of

being the registered holder(s) of[2] share(s) of HK$0.10 each in the share capital of Skyworth Digital Holdings Limited (‘‘Company’’) HEREBY APPOINT the Chairman of the special general meeting or[3]

of

to act as my/our proxy to attend for me/us at the special general meeting (the ‘‘Meeting’’) (or any adjournment thereof) to be held at Regus Business Centre, 35/F Central Plaza, 18 Harbour Road, Wanchai, Hong Kong on 25 June 2013, 10:00 a.m. for the purpose of considering and, if thought fit, passing the proposed resolution as set out in the notice convening the Meeting and at the Meeting (or any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolution as hereunder indicated.

ORDINARY RESOLUTION

FOR[4] AGAINST[4]

To waive the assured entitlement requirement in respect of the A shares of 華潤錦華股份有限公司 (China Resources Jinhua Co., Ltd.) (‘‘China Resources Jinhua’’) in accordance with Practice Note 15 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited if the proposed disposal of 100% equity interests in 深圳創維數字 技術股份有限公司 (Shenzhen Skyworth Digital Technology Co., Ltd.) to China Resources Jinhua as more particularly described in the circular of the Company dated 5 June 2013 proceeds

Dated this day of 2013 Signature(s)[5]

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 of HK$0.10 each in the capital of the Company registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).

  3. If any proxy other than the chairman of the Meeting is preferred, delete words ‘‘the chairman of the special general meeting or’’ and insert the name and address of the proxy desired in the space provided.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK IN THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, 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 (or any adjournment thereof) other than those referred to in the notice convening the Meeting.

  5. This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under its seal or under the hand of an officer, attorney or other person duly authorized.

  6. 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 such power of attorney or authority, must be delivered to the Company’s branch share registrar in Hong Kong, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 48 hours before the time appointed for holding the Meeting or adjourned Meeting.

  7. Where there are joint holders of any share of the Company, anyone of such joint holder may vote at the Meeting, 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 the 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 register of members of the Company in respect of the joint holding.

  8. A proxy need not be a member of the Company.

  9. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  10. Completion and delivery of this form of proxy will not preclude you from attending and voting in person at the Meeting and in such event, this form of proxy shall be deemed to be revoked.

  • For identification purposes only