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Sling Group Holdings Limited Proxy Solicitation & Information Statement 2025

Apr 11, 2025

51368_rns_2025-04-11_a2cc90bb-3030-45ec-890e-3f395d655b94.pdf

Proxy Solicitation & Information Statement

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Sling Group Holdings Limited

森浩集團股份有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8285)

Form of proxy for use at the Annual General Meeting to be held at 2:30 p.m. on Tuesday, 17 June 2025 (the "Meeting")

I/We (Note 1)

of

being the registered holder(s) of _____ share(s) (Note 2) of Sling Group Holdings Limited (the "Company"), HEREBY APPOINT (Note 3) the Chairman of the Meeting or _______ of,

as my/our proxy to attend for me/us at the Meeting to be held at Unit 1, 21/F., Yen Sheng Centre, 64 Hoi Yuen Road, Kwun Tong, Kowloon on Tuesday, 17 June 2025 at 2:30 p.m. (or any adjournment thereof) for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting ("Notice") and at the Meeting to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below, or, if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONS* FOR (Note 4) AGAINST (Note 4)
1. To receive and adopt the audited consolidated financial statements, the reports of the directors and the auditors of the Company for the year ended 31 December 2024.
2. (a) To re-elect Mr. Yau Sonny Tai Nin as director.
(b) To re-elect Ms. Sit Ting Fong as director.
(c) To re-elect Mr. Wai Yau Hang as director.
(d) To authorise the board of directors to fix the remuneration of the directors.
3. To re-appoint Grant Thornton Hong Kong Limited as auditor and to authorise the board of directors to fix their remuneration.
4. To grant a general mandate to the directors to issue and allot additional shares not exceeding 20% of the aggregate nominal amount of the share capital of the Company in issue as at the date of this resolution.
5. To grant a general mandate to the directors to repurchase shares in the capital of the Company not exceeding 10% of the aggregate nominal amount of the share capital of the Company in issue as at the date of this resolution.
6. To extend the general mandate granted to the directors under Resolution No. 4 by adding the aggregate nominal amount of the shares repurchased by the Company under Resolution No. 5.
  • Please refer to the Notice for the full text of the resolutions.

Signature(s) (Note 5): _________

Dated _________ 2025

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
  2. Please insert the number of shares registered in your name(s) to which the proxy relates. If no number is inserted, this form of proxy will be deemed to be related to all the shares in the Company registered in your name(s).
  3. If any proxy other than the Chairman is preferred, strike out the words 'the Chairman of the meeting' and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED "AGAINST". Failure to tick any box will entitle your proxy to cast his vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the AGM other than those referred to in the Notice convening the Meeting.
  5. This form of proxy shall be signed by you or your attorney duly authorised in writing or, if the appointer is a corporation, either under its common seal or under the hand of an officer, attorney duly authorised.
  6. Any shareholder of the Company entitled to attend and vote at the Meeting shall be entitled to appoint another person as his/her proxy to attend and vote instead of him/her. A shareholder who is the holder of two or more shares may appoint more than one proxy to represent him/her and vote on his/her behalf. A proxy need not to be a shareholder of the Company.
  7. In order 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 notarially certified copy thereof, must be deposited at the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited at 17/F., Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time appointed for the Meeting (or any adjournment thereof), (i.e., at or before 2:30 p.m. on Sunday, 15 June 2025 (Hong Kong time)).
  8. Completion and delivery of this form of proxy shall not preclude a shareholder of the Company from attending and voting in person at the Meeting and in such event, the instrument appoint a proxy shall be deemed to be revoked.
  9. Where there are joint holders of any shares, any one of such joint holder may vote at the Meeting, either in person or by proxy in respect of such shares as if he/she was solely entitled hereto; but if more than one of such joint holders be present at the Meeting personally or by proxy, that one of the said persons so present whose name stand first on the register in respect of such shares shall be alone be entitled to vote in respect thereof.
  10. Any voting at the Meeting shall be taken by poll.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting of the Company (the "Purpose"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of 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 mail to the Company/Tricor Investor Services Limited at the above address.