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Summi (Group) Holdings Limited — Proxy Solicitation & Information Statement 2007
May 10, 2007
49447_rns_2007-05-10_6b198ff8-0434-4ecc-beb0-bb25b2d6c3ec.pdf
Proxy Solicitation & Information Statement
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(Stock Code: 379)
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NOTICE OF THE EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that an extraordinary general meeting of PME Group Limited (the “ Company ”) will be held at 10:00 a.m. on Tuesday, 29 May 2007 at 5th Floor, Unison Industrial Centre, Nos. 27-31 Au Pui Wan Street, Fo Tan, Shatin, Hong Kong for the purpose of considering and, if thought fit, passing, with or without modifications, the following resolutions:
ORDINARY RESOLUTIONS
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“ THAT :
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(a) the placing agreement (the “ Placing Agreement ”) entered into between the Company and Kingston Securities Limited dated 12 April 2007 in relation to the placing of 220,000,000 unlisted warrants (the “ Warrants ”) in units of HK$0.046 each of subscription rights entitling the holder thereof to subscribe for one share (the “ Share ”) of HK$0.01 at a subscription price of HK$0.25 per Share, a copy of which is produced to the Meeting marked “A” and signed by the Chairman of the Meeting for the purpose of identification, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;
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(b) the issue of the Warrants and the allotment and issue of the Shares upon the exercise of the subscription rights attaching to the Warrants pursuant to the terms and conditions of the Placing Agreement be hereby approved; and
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(c) any one director of the Company be and is hereby authorised to do all such things and acts as he/ she may in his/her discretion consider necessary or desirable for the purpose of or in connection with the implementation of the Placing Agreement and all transactions contemplated thereunder.”
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“ THAT the following individuals be and are hereby re-elected as director (the “ Director ”) of the Company with immediate effect:
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(a) Ms. Yeung Sau Han Agnes as executive Director; and
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(b) Ms. Chan Shui Sheung Ivy as executive Director.”
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By order of the Board of PME Group Limited Cheng Kwok Woo Chairman
Hong Kong, 11 May 2007
- for identification purposes only
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Registered office: Head office and principal place Cricket Square of business in Hong Kong: Hutchins Drive 5th Floor, Unison Industrial Centre P.O. Box 2681 Nos. 27-31 Au Pui Wan Street Grand Cayman KY1-1111 Fo Tan, Shatin Cayman Islands Hong Kong
Notes:
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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 Articles of Association of the Company, to vote on his behalf. A proxy need not be a member of the Company but must be present in person at the meeting to represent the member.
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A form of proxy for use at the meeting has been sent to the shareholders of the Company. 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 head office and principal place of business in Hong Kong at 5th Floor, Unison Industrial Centre, Nos. 27-31 Au Pui Wan Street, Fo Tan, Shatin, Hong Kong not less 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 so wish.
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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 as if he was solely entitled thereto, but if more than one of such joint holder 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 shares shall alone be entitled to vote in respect thereof.
As at the date of this announcement, the Board comprises (1) Mr Cheng Kwok Woo, Mr Cheng Kwong Cheong, Ms Cheng Wai Ying, Mr Chow Yin Kwang, Ms Chan Yim Fan, Ms Yeung Sau Han Agnes and Ms Chan Shui Sheung Ivy as executive directors; (2) Mr Zheng Jin Hong as non-executive director; and (3) Messrs Anthony Francis Martin Conway, Leung Yuen Wing and Lam Hon Ming Edward as independent non-executive directors.
“Please also refer to the published version of this announcement in the International Herald Tribune”
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