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Solomon Systech (International) Limited Proxy Solicitation & Information Statement 2012

Sep 18, 2012

50785_rns_2012-09-18_d373df7c-5e96-469f-96a4-4931cabf8d60.pdf

Proxy Solicitation & Information Statement

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SOLOMON SYSTECH (INTERNATIONAL) LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2878)

PROXY FORM (EXTRAORDINARY GENERAL MEETING — 9 OCTOBER 2012)

I/We[1] , (name of shareholder) of (address of shareholder) being the registered holder(s) of[2] shares of HK$0.10 each in the capital of Solomon Systech (International) Limited (the “Company”), hereby appoint[3] the Chairman of the Meeting or[4] (name of proxy) of

(address of the proxy) as

my/our proxy to vote and act for me/us at the Extraordinary General Meeting ( “EGM”) of the Company (and at any adjournment thereof) to be held at 4:00 p.m. on Tuesday, 9 October 2012 at 29A, Admiralty Centre I, 18 Harcourt Road, Hong Kong for the purpose of considering and, if thought fit, passing the ordinary resolution set out in the notice convening the said Meeting and at such Meeting (and at any adjournment thereof) to vote on my/our behalf in respect of the said resolution as indicated below.

Please mark “�” in the appropriate box to indicate how you wish your proxy to vote[5] .

ORDINARY RESOLUTIONFOR5AGAINSTTO APPROVE the Agreement (as defined in the announcement of the Companydated 30 August 2012); the 2012 annual cap for US$9,000,000; the 2013 and2014 annual caps for US$18,000,000 and US$28,000,000 respectively; and TOAUTHORIZE the Board of the Company to take all necessary or expedient inits opinion to implement and/or give effect to the Agreement.
Dated thisday ofNotes:1.Full name(s) and address(es) to be 2012.Signature 6 inserted in BLOCK CAPITALS.
  1. Please insert the number of shares 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 capital of the Company registered in your name(s).

  2. If any proxy other than the Chairman of the Meeting is appointed, please delete the words “the Chairman of the Meeting or” and insert the name and address of the proxy appointed in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE SHAREHOLDER WHO SIGNS IT.

  3. Any member entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attend and on a poll, vote in his/her stead. A proxy need not be a member of the Company. If no name is inserted, the Chairman of the Meeting will act as your proxy.

  4. IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK IN THE BOX MARKED “AGAINST”. Failure to tick either box of a resolution will entitle your proxy to cast his/her vote at his/her discretion in respect of that resolution. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.

  • IMPORTANT: THE DIRECTORS ARE OF THE OPINION THAT THE RESOLUTION IS IN THE BEST INTERESTS OF THE COMPANY AND ITS SHAREHOLDERS. ACCORDINGLY, THE DIRECTORS RECOMMEND ALL SHAREHOLDERS TO VOTE IN FAVOUR OF THE RESOLUTION PROPOSED BY PUTTING “” IN THE BOX MARKED “FOR”.

    1. This form of proxy must be signed by you or your attorney duly authorised in writing, or in the case of a corporation, must be either executed under its common seal or under hand of an officer, attorney or other person duly authorised.
  1. In the case of joint registered holders of any share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders is present at the Meeting personally or by proxy, the person whose name stands first on the register of members in respect of the relevant share will alone be entitled to vote in respect thereof.

  2. To be valid, this form of proxy together with the power of attorney (if any) or other authority (if any) under which it is signed, or a notarially certified copy thereof, must be deposited at the Company’s Hong Kong Share Registrar, Tricor Investor Services Limited at 26/F Tesbury Centre, 28 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for the holding of the EGM or any adjournment thereof.

  3. Completion and return of this form of proxy will not preclude you from attending and voting in person at the EGM if you so wish and in such event, this form of proxy shall be deemed to be revoked.

  4. Notice of the EGM is contained in the circular issued by the Company which has been sent together with the proxy form to the shareholders of the Company.