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Solomon Systech (International) Limited Proxy Solicitation & Information Statement 2021

Apr 20, 2021

50785_rns_2021-04-20_5914d614-cfdc-4cd2-84c7-d7d28ef73052.pdf

Proxy Solicitation & Information Statement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

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(Incorporated in the Cayman Islands with limited liability) (Stock Code: 2878)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting of Shareholders of Solomon Systech (International) Limited (the “ Company ”) will be held at 2:30 p.m. on 27 May 2021, Thursday (or immediately after the conclusion of the annual general meeting of the shareholders of the Company to be held on the same date) at 6/F., No. 3 Science Park East Avenue, Hong Kong Science Park, Shatin, New Territories, Hong Kong, for the purpose of considering and, if thought fit, passing the following resolutions. Capitalized terms used in this notice shall have the same meanings as those defined in the circular of the Company dated on 21 April 2021 unless otherwise specified.

ORDINARY RESOLUTION

THAT the Supplemental Agreement and the Revised Caps for the transactions contemplated under the Existing Products Sales and Distribution Agreement (as supplemented by the Supplemental Agreement) for the three years ending 31 December 2023 of US$70 million, US$80 million and US$90 million, respectively, be and are hereby approved; and the Board of the Company be and is hereby authorized to take all actions necessary or expedient in its opinion to implement and/or give effect to the Supplemental Agreement and the Revised Caps.”

On behalf of the Board SOLOMON SYSTECH (INTERNATIONAL) LIMITED WANG Wah Chi, Raymond Chief Executive Officer

Hong Kong, 21 April 2021

As at the date of this notice, the Board comprises (a) Executive Director – Mr. Wang Wah Chi, Raymond (Chief Executive Officer); (b) Non-executive Directors – Mr. Ma Yuchuan (Chairman), Dr. Li Jun, Mr. Wang Hui and Mr. Lo Wai Ming; and (c) Independent Non-executive Directors – Mr. Leung Heung Ying, Mr. Sheu Wei Fu and Dr. Chan Philip Ching Ho.

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Notes:

  • (a) Any shareholder of the Company entitled to attend and vote at the above meeting is entitled to appoint one or more proxies to attend and vote in his/her stead. A proxy need not be a shareholder of the Company.

  • (b) In order to be valid, the form of proxy together with the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of such power of attorney or authority, must be deposited at the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for the holding of the meeting or any adjournment thereof. Delivery of the 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 appointing a proxy shall be deemed to be revoked.

  • (c) For determining the entitlement to attend and vote at the above meeting, the register of members of the Company will be closed from Monday, 24 May 2021 to Thursday, 27 May 2021, both dates inclusive, during which period no transfer of shares will be registered. In order to be eligible to attend and vote at the EGM, all transfer documents accompanied by the relevant share certificates and forms of transfer must be lodged with the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration not later than 4:30 pm on Friday, 21 May 2021.

  • (d) All resolutions at the meeting will be taken by poll (except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands) pursuant to the Listing Rules. The results of the poll will be published on the websites of the Stock Exchange (www.hkexnews.hk) and the Company (www.solomon-systech.com) in accordance with the Listing Rules.

  • (e) A form of proxy for use in connection with the EGM is enclosed and such form is also published on the websites of the Stock Exchange (www.hkexnews.hk) and the Company (www. solomon-systech.com).

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