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Top Standard Corporation Proxy Solicitation & Information Statement 2023

Dec 29, 2023

51480_rns_2023-12-29_eadf2322-6682-4019-ba26-d48a15ec75f7.pdf

Proxy Solicitation & Information Statement

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Top Standard Corporation

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8510)

Form of Proxy for Use at the Extraordinary General Meeting (or its adjourned meeting)

I/We[(Note][1)]

of

being the registered holder(s) of

shares[(Note][2)] of HK$0.01 each in the share capital of Top Standard Corporation

(the ‘‘ Company ’’), HEREBY APPOINT THE CHAIRMAN OF THE MEETING[(Note][4)] or

of

as my/our proxy/proxies to attend the extraordinary general meeting (and its adjourned meeting) of the Company to be held at Unit 3C, 3/F., Yue Xiu Industrial Building, 87 Hung To Road, Kwun Tong, Kowloon, Hong Kong on Tuesday, 16 January 2024 at 11:00 a.m. for the purposes of considering and, if thought fit, passing the resolution as set out in the notice (the ‘‘ Notice ’’) convening the extraordinary general meeting and at such meeting (and its adjourned meeting) to vote for me/us and in my/our name(s) in respect of the resolution as indicated below.

ORDINARY RESOLUTION

FOR[(Note][5][&][6)] AGAINST[(Note][5][&][6)]

To approve the proposed Share Consolidation as set out in the Notice.

For the full text of the proposed resolution, please refer to the notice convening the extraordinary general meeting as contained in the Company’s circular dated 29 December 2023.

Dated thisday of2024.Signature(s) (Note 7) :
Notes:
1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
2. 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 registered in your
name(s).
3. Any member of the Company (‘‘Member’’) entitled to attend and vote at the meeting is entitled to appoint another person as his/her/its proxy to attend and vote instead
of him/her/it, and the proxy need not be a Member but must attend the meeting in person to represent the Member.
4. If any proxy other than the chairman of the meeting is preferred, please strike out the words ‘‘THE CHAIRMAN OF THE MEETING’’ and insert the name and
address of the proxy desired in the space provided. A Member who is the holder of two or more Shares may appoint more than one proxy to attend and vote on his/her/
its behalf at the meeting provided that if more than one proxy is so appointed, the appointment shall specify the number of Shares in respect of which each such proxy is
so appointed. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS
FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
5. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOXES MARKED ‘‘FOR’’. IF YOU WISH TO
VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOXES MARKED ‘‘AGAINST’’. Failure to complete any or all the boxes will
entitle your proxy to cast his/her votes or abstain at his/her discretion. 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.
6. All resolution will be put to vote by way of poll at the meeting. Every Member present in person (in the case of a Member being a corporation, by its duly authorised
representative) or by proxy shall have one vote for every fully paid Share of which he/she/it is the holder. A person entitled to more than one vote need not use all his/
her votes or cast all the votes he/she uses in the same way and in such cases, please state the relevant number of Shares in the appropriate box(es) above.
7. 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 executed under its common seal or
under the hand of an officer or attorney or other person duly authorised.
8. 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 certified copy thereof, must be
deposited at the Company’s branch share registrar in Hong Kong, Boardroom Share Registrars (HK) Limited at 2103B, 21st Floor, 148 Electric Road, North Point, Hong
Kong, not later than 48 hours before the time fixed for holding the meeting or the adjourned meeting.
9. 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 votes of the other joint
holder(s) and for this purpose, seniority will be determined by the order in which the names of the joint holders stand in the register of Members of the Company in
respect of the joint holding.
10. Completion and return of this form of proxy will not preclude you from attending the meeting in person if you so wish. In such event, this form of proxy will be deemed
to have been revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

‘‘Personal Data’’ in this proxy form has the same meaning as ‘‘personal data’’ in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (the ‘‘ PDPO ’’), which includes your and your proxy’s name and address.

Your and your proxy’s Personal Data provided in this proxy form will be used in collection with processing your request for the appointment of a proxy to attend, act and vote on your behalf as directed above at the Extraordinary General Meeting. The supply of your and your proxy’s Personal Data is on a voluntary basis. However, we may not be able to process your request unless you provide us with your and your proxy’s Personal Data.

Your and your proxy’s Personal Data will be disclosed or transferred to the Company’s branch share registrar and transfer office in Hong Kong and/or other companies or bodies for the purpose stated above, or when it is required to do so by law, for example, in response to a court order or a law enforcement agency’s request, and will be retained for such period as may be necessary for our verification and record purpose.

By providing your proxy’s Personal Data in this proxy form, you should have obtained the express consent (which has not been withdrawn in writing) from your proxy in using his/her Personal Data provided in this proxy form and that you have informed your proxy of the purpose for and the manner in which his/her Personal Data may be used.

You/your proxy have/has the right to request access to and/or correction of your/your proxy’s Personal Data respectively in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your/your proxy’s Personal Data should be in writing by mail to the Company/Boardroom Share Registrars (HK) Limited at the above address.