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Styland Holdings Limited Proxy Solicitation & Information Statement 2013

Apr 8, 2013

49036_rns_2013-04-08_2222f385-0858-4f97-8403-a37e38d5af23.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.

TAK SING ALLIANCE HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 00126)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (the “ Meeting ”) of Tak Sing Alliance Holdings Limited (the “ Company ”) will be held at 26/F., Wyler Centre, Phase II, 200 Tai Lin Pai Road, Kwai Chung, New Territories, Hong Kong on Monday, 6 May 2013 at 2:30 p.m. for the purpose of considering and, if thought fit, passing with or without modifications, the resolutions set out below.

SPECIAL RESOLUTION

That

  • (a) conditional upon the Registrar of Companies in Bermuda granting approval for the Change of Company Name (as defined below), the change of the English name of the Company from “Tak Sing Alliance Holdings Limited” to “Carrianna Group Holdings Company Limited” and the adoption of the Chinese name “佳寧娜集團 控股有限公司” as the Company’s secondary name (the “ Change of Company Name ”) be and is hereby approved, confirmed and ratified in all aspects; and

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  • (b) any director of the Company be and is hereby authorised generally to do all acts, deeds and things, to take all steps, and to approve, sign and execute all documents (including the affixation of the common seal of the Company where execution under seal is required), as he/she may in his/her sole and absolute discretion consider necessary, desirable or expedient for the purpose of or in connection with carrying into effect, giving effect to, implementing or completing the Change of Company Name, and any and all actions heretofore taken by any one director of the Company that are consistent with the aforesaid be and are hereby approved, confirmed and ratified in all respects.”

By order of the Board Tak Sing Alliance Holdings Limited Dr. Ma Kai Cheung Chairman

Hong Kong, 9 April 2013

Notes:

  1. A member entitled to attend and vote at the Meeting is entitled to appoint one or more proxy to attend and, subject to the provisions of the bye-laws of the Company, to vote on his/her/its behalf. A proxy need not be a member of the Company but must be present in person at the Meeting to represent the member. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.

  2. In order to be valid, the form of proxy must be duly completed and signed in accordance with the instructions printed thereon and deposited together with a power of attorney or other authority, if any, under which it is signed, or a certified copy of such power or authority, at the Company’s Hong Kong branch share registrar and transfer office, Tricor Tengis Limited at 26/F, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong as soon as possible and in any event not later than 48 hours before the time appointed for holding the Meeting or any adjournment thereof. Completion and return of a form of proxy will not preclude a member from attending in person and voting at the Meeting or any adjournment thereof, should he/she/it so wish and in such event, the form of proxy shall be deemed to be revoked.

  3. In the case of joint holders of shares, any one of such holders may vote at the Meeting, either personally or by proxy, in respect of such share(s) as if he/she/it was solely entitled thereto, but if more than one of such joint holders are present at the Meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share(s) shall alone be entitled to vote in respect thereof.

As at the date of this announcement, the Board of Directors of the Company comprises nine Directors, of which six are executive Directors, namely Dr. Ma Kai Cheung, Mr. Ma Kai Yum, Mr. Chan Sheung Lai, Mr. Ng Yan Kwong, Mr. Ma Hung Ming, John and Mr. Yuen Wai Man; and three are independent non-executive Directors, namely Mr. Lo Ming Chi, Charles, Mr. Lo Man Kit, Sam and Mr. Wong See King.

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