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Symphony International Holdings Ltd. — Proxy Solicitation & Information Statement 2011
Mar 31, 2011
10600_agm-r_2011-03-31_ba7ca6db-0d32-4f99-a61c-6a40af76e9a4.pdf
Proxy Solicitation & Information Statement
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SYMPHONY INTERNATIONAL HOLDINGS LIMITED
(Incorporated in the British Virgin Islands)
Form of proxy for use at the Annual General Meeting to be held at the Jumeriah Carlton Tower, On Cadogan Place, London SW1X 9PY, United Kingdom, at 11.00 a.m. on Tuesday, 19 April 2011
I/We[1]
of
being the registered holder(s) of
Ordinary shares[2] in the share capital of Symphony
International Holdings Limited (the “Company”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING[3] or of as my/our proxy to attend and act for me/us and on my/our behalf at the Annual General Meeting (the “Meeting”) of the Company to be held at the Jumeriah Carlton Tower, On Cadogan Place, London SW1X 9PY, United Kingdom, at 11.00 a.m. on Tuesday, 19 April 2011 for the purposes of considering and, if thought fit, passing the ordinary resolutions as set out in the notice convening the Meeting and at the Meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of such resolutions as indicated below. The complete wording of the resolutions may be found in the notice convening the Annual General Meeting.
| ORDINARY RESOLUTIONS | FOR4 | AGAINST4 | VOTEWITHHELD4 |
|---|---|---|---|
| 1. To receive the annual report, which includes the financialstatements, for the year ended 31 December 2010. | |||
| 2. To authorise the Company to make market purchases ofits own Shares. |
Dated this day of 2011 Signed[5] :
Notes:
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.
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Please insert the number of shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).
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If any proxy other than the Chairman of the Meeting is preferred, strike out “THE CHAIRMAN OF THE MEETING” and insert the name and address of the proxy desired in the space provided. 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 RESOLUTIONS, PLACE AN ‘X’ IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, PLACE AN ‘X’ IN THE BOX MARKED “AGAINST” . IF YOU WISH TO WITHHOLD YOUR VOTE ON THE RESOLUTIONS, PLACE AN ‘X’ IN THE BOX MARKED “WITHHELD” . If no direction is given, your proxy may vote or abstain as he/she think fit. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the Notice convening the Meeting. The ‘Vote Withheld’ option is provided to enable you to abstain from voting on the resolutions. However, it should be noted that a ‘Vote Withheld’ is not a vote in law and will not be counted in the calculation of the proportion of the votes ‘For’ and ‘Against’ a resolution.
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This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney duly authorised to sign the same.
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In the case of joint registered holders of any shares, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such shares as if he/she was solely entitled thereto; but if more than one of such joint registered holders be present at the Meeting, either personally or by proxy, that one of the said persons so present whose name stands first on the Register of Members in respect of such shares shall alone be entitled to vote in respect thereof to the exclusion of the votes of the other joint registered holders.
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In order to be valid, this form of proxy together with the power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at Capita Registrars, PXS, 34 Beckenham Road, Beckenham, BR3 4TU, United Kingdom not less than 48 hours before the time appointed for holding the Meeting or the adjourned Meeting (as the case may be).
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The proxy need not be a member of the Company but must attend the Meeting in person (whether physically or by telephone dial-in) 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. If you attend and vote at the Meeting, the authority of your proxy will be revoked.