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Styland Holdings Limited — Proxy Solicitation & Information Statement 2017
Sep 8, 2017
49036_rns_2017-09-08_a3c6b950-3100-4a10-8862-8cb1824d2ea4.pdf
Proxy Solicitation & Information Statement
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佳寧娜集團控股有限公司
CARRIANNA GROUP HOLDINGS COMPANY LIMITED
(Incorporated in Bermuda with limited liability)
(Stock Code: 00126)
Form of proxy for use at the Special General Meeting to be held on Wednesday, 27 September 2017
I/We[(note][1)] of
being the registered holder(s) of Company, HEREBY APPOINT THE CHAIRMAN OF THE MEETING or[(note][3)]
shares[(note][2)] of HK$0.10 each in the capital of the above-named
of
as my/our proxy to attend on my/our behalf at the Special General Meeting (and at any adjournment thereof) of the Company to be held at 26/F, Wyler Centre, Phase II, 200 Tai Lin Pai Road, Kwai Chung, New Territories, Hong Kong on Wednesday, 27 September 2017 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the resolution as set out in the notice convening the said meeting and at such meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolution as indicated below[(note][4)] .
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----- Start of picture text ----- ORDINARY RESOLUTION FOR [(note] [4)] AGAINST [(note] [4)]THATa) the terms of an equity transfer agreement dated 18 July 2017 (the ‘‘Agreement’’) and entered intobetween Tak Sing Alliance Limited(達成有限公司*)(the ‘‘Vendor’’), an indirectly wholly-ownedsubsidiary of the Company, as vendor, Hunan Country Garden Real Estate Co., Ltd.(湖南省碧桂園地產有限公司)(the ‘‘Purchaser’’), an indirect non-wholly owned subsidiary of Country Garden HoldingsCompany Limited, as purchaser, Hunan Wancheng Commercial Investment Operations Management Co.,Ltd(湖南萬城商業投資經營管理有限公司)(‘‘Hunan Wancheng’’) and Country Garden HoldingsCompany Limited, a controlling shareholder of the Purchaser as purchaser’s guarantor in relation to thedisposal of approximately 92.21% of the total equity interest of Carrianna (Hunan) Enterprise Co., Ltd.*(佳寧娜(湖南)實業有限公司), a company established under the laws of the PRC, a copy of theAgreement is tabled at the Meeting, marked ‘‘A’’ and initialled by the chairman of the Meeting foridentification, the transactions contemplated thereunder and the execution and the performance thereof bythe Vendor be and are hereby approved, confirmed and ratified in all respects; andb) any director of the Company be and is hereby authorised generally to do all acts, deeds and things, totake all steps, and to approve, sign and execute all documents (including the affixation of the commonseal of the Company where execution under seal is required), as he/she may in his/her sole and absolutediscretion consider necessary, desirable or expedient for the purpose of or in connection with carryinginto effect, giving effect to, implementing or completing any of the transactions relating to orcontemplated under the Agreement, and any and all actions heretofore taken by any one director of theCompany that are consistent with the aforesaid be and are hereby approved, confirmed and ratified in allrespects.----- End of picture text -----
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----- Start of picture text ----- Dated this day----- End of picture text -----
of 2017 Signature[(note][5)]
- For identification purposes only.
Notes:
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Full name(s) and address to be inserted in BLOCK CAPITALS.
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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).
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If any proxy other than the Chairman is preferred, strike out ‘‘THE CHAIRMAN OF THE MEETING’’ and insert the name and address of the proxy desired in the space provided. You may appoint one or more proxies to attend the Meeting. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
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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 complete any or all the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.
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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 under its common seal or under the hand of an officer or attorney duly authorised.
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In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s), and for this purpose seniority will be determined by the order in which the names stand in the Register of Members.
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CompanyTo be valid,’s Branchthis formShareof proxy,Registrartogetherin HongwithKong,the powerTricorofTengisattorneyLimited,or otherLevelauthority22, Hopewell(if any) underCentre,which183 itQueenis signed’s Roador aEast,notariallyHong certifiedKong notcopylessthereofthan 48musthoursbe depositedbefore theattimethe appointed for the holding of the meeting.
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The proxy need not be a member of the Company but must attend the meeting in person to represent you.
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Completion and delivery of the form of proxy will not preclude you from attending and voting at the meeting if you so wish.
‘‘PERSONAL INFORMATION COLLECTION STATEMENT
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