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Sunshine 100 China Holdings Ltd Proxy Solicitation & Information Statement 2021

May 20, 2021

50710_rns_2021-05-20_4770cee9-a9da-4218-804e-819098f78ebf.pdf

Proxy Solicitation & Information Statement

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Sunshine 100 China Holdings Ltd 陽光100中國控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2608)

PROXY FORM

Form of proxy for use by shareholders at the annual general meeting to be convened at 10:00 a.m. on Friday, 25 June 2021 at RuiXiang Conference Room, 5/F, Radegast Hotel Beijing Bohao, No.15 Guanghua Road, Chaoyang District, Beijing, the PRC (or any adjournment thereof).

I/We[(Note a)]

of

being the registered holder(s) of[(Note b)] shares of HK$0.01 each of Sunshine 100 China Holdings Ltd (the “ Company ”) hereby appoint the Chairman of the annual general meeting (the “ Meeting ”) of the Company or

of

to act as my/our proxy/proxies to attend and vote for me/us on behalf[(Note c)] at the Meeting to be held at 10:00 a.m. on Friday, 25 June 2021 at RuiXiang Conference Room, 5/F, Radegast Hotel Beijing Bohao, No.15 Guanghua Road, Chaoyang District, Beijing, the PRC and at any adjournment thereof and to vote on my/our behalf as directed below.

Please tick (“✔”) in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll[(Note d)] .

ORDINARY RESOLUTIONS ORDINARY RESOLUTIONS FOR AGAINST
1. To receive and consider the consolidated audited financial statements of the Companyand its subsidiaries and the reports of the directors of the Company and the Company’sindependent auditors for the year ended 31 December 2020.
2. To re-elect Mr. Fan Xiaochong as an executive director of the Company.
3. To re-elect Mr. Wang Gongquan as a non-executive director of the Company.
4. To re-elect Mr. Wang Bo as an independent non-executive director of the Company.
5. To authorise the board of directors of the Company (the “Board”) to fix the remuneration ofthe directors.
6. To re-appoint KPMG as the Company’s auditors and to authorise the Board to fix theirremuneration.
7. To grant a general mandate to the directors of the Company to allot, issue and deal withthe Company’s shares.
8. To grant a general mandate to the directors of the Company to repurchase theCompany’s shares.
9. To add the total number of the shares repurchased by the Company to the mandategranted to the directors under resolution No.7.

(Note e, f, g, h and i)

Shareholder’s signature:

Date: 2021

Notes:

  • a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS .

  • b. 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).

  • c. A proxy need not be a member of the Company, but the proxy must attend the Meeting or any adjournment thereof in person to represent you. If more than one proxy is appointed, the appointment shall specify the number of shares in respect of which each such proxy is so appointed. If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words “the Chairman of the annual general meeting (the “ Meeting ”) of the Company or” and insert the name and address of the person appointed as your proxy in the space provided. If no name is inserted, the chairman of the meeting will act as your proxy.

  • d. If you wish to vote for any of the resolutions set out above, please tick (“✔”) in the boxes marked “For”. If you wish to vote against any resolutions, please tick (“✔”) in the boxes marked “Against”. If the form returned is duly signed but with no direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those set out in the notice convening the Meeting.

  • e. In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

  • f. This form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under its Common Seal or under the hand of an officer or attorney so authorised.

  • g. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the offices of the Company’s Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 48 hours before the time of the Meeting (i.e. not later than 10:00 a.m. (Hong Kong time) on Wednesday, 23 June 2021) or any adjourned meeting.

  • h. Any alteration made to this form should be initialled by the person(s) who sign(s) the form.

  • i. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of name(s) and address(es) of yourself and your proxy (or proxies) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and/or your voting instructions for the meeting of the Company (the “ Purposes ”). We may transfer such data provided by you to our share registrar and agent(s) for the Purposes or such other parties who are authorised by law to request the information. The data will be retained for such period as may be necessary for our verification or record purposes. You/your proxy (or proxies) has/have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be made in writing to Privacy Compliance Officer of Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong.