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TYK Medicines, Inc Proxy Solicitation & Information Statement 2005

Aug 26, 2005

50580_rns_2005-08-26_143311d2-eff4-42d4-a880-e45e5efd125f.pdf

Proxy Solicitation & Information Statement

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(incorporated in Hong Kong with limited liability)

==> picture [183 x 64] intentionally omitted <==

(Stock code: 1058)

FORM OF PROXY

FOR THE EXTRAORDINARY GENERAL MEETING OF THE SHAREHOLDERS OF THE COMPANY TO BE HELD ON 22ND SEPTEMBER, 2005 (OR AT ANY ADJOURNMENT THEREOF)

I/We,[1] , of ,

being the registered holder(s) of[2]

ordinary shares of HK$0.10 each in the capital of Guangdong Tannery Limited (the ‘‘Company’’), HEREBY APPOINT the Chairman of the Extraordinary General Meeting or[3]

of

as my/our proxy to attend and act for me/us and on my/our behalf at the Extraordinary General Meeting of the holders of ordinary shares of HK$0.10 each in the capital of the Company (or at any adjournment thereof) (the ‘‘Extraordinary General Meeting’’) to be held at Chater Room I, The Function Room Level (B1), The Ritz-Carlton, Hong Kong, 3 Connaught Road, Central, Hong Kong on 22nd September, 2005 at 3: 30 p.m. (or so soon thereafter as the meeting of certain holders of the ordinary shares of HK$0.10 each in the capital of the Company convened by the direction of the High Court of the Hong Kong Special Administrative Region for the same day and place shall have been concluded or adjourned), for the purpose of considering and, if thought fit, passing the Special Resolution set out in the Notice convening the Extraordinary General Meeting and at such Extraordinary General Meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the Special Resolution as hereunder indicated, and if no such indication is given, as my/our proxy thinks fit.

Special Resolution

FOR[4] AGAINST[4]

Dated this day of 2005 Signature(s)[5]

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.

  2. Please insert the number of the ordinary shares of HK$0.10 each in the capital of the Company registered in your name(s) and to which this proxy relates. If no number is inserted, this Form of Proxy will be deemed to relate to all of such shares registered in your name(s).

  3. If any proxy other than the Chairman of the Extraordinary General Meeting is preferred, strike out the words ‘‘the Chairman of the Extraordinary General Meeting or’’ and insert the name and address of the proxy desired in the space provided. You are entitled to appoint one or more proxies (who must be an individual) to attend and vote in your stead. Your proxy need not be a member of the Company, but your proxy must attend the Extraordinary General Meeting to represent you. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE SPECIAL RESOLUTION, TICK IN THE BOX MARKED ‘‘FOR’’; IF YOU WISH TO VOTE AGAINST THE SPECIAL RESOLUTION, TICK IN THE BOX MARKED ‘‘AGAINST’’. Failure to tick either box will entitle your proxy to cast your vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Extraordinary General Meeting other than that referred to in the Notice convening the Extraordinary General Meeting or abstain.

  5. This Form of Proxy must be signed by you or your attorney authorised in writing or, if the appointor is a corporation, must be either under its seal or under the hand or an officer, attorney or other person duly authorised by it to sign the same.

  6. In order 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 lodged with Tengis Limited, the share registrar and transfer office of the Company, by hand or by post, at G/F., Bank of East Asia Harbour View Centre, 56 Gloucester Road, Wanchai, Hong Kong, as soon as possible and in any event not later than 48 hours before the time appointed for holding the Extraordinary General Meeting or adjourned Extraordinary General Meeting at which the person named in this Form of Proxy proposes to vote, or, in the case of a poll taken subsequently to the date of the Extraordinary General Meeting or adjourned Extraordinary General Meeting, not later than 48 hours before the time appointed for the taking of the poll, and in default this Form of Proxy shall not be treated as valid. Completion and delivery of this Form of Proxy will not preclude you from attending the Extraordinary General Meeting and voting in person at the Extraordinary General Meeting if you so wish, but in the event of you attending the Extraordinary General Meeting after having lodged this Form of Proxy, this Form of Proxy will be deemed to have been revoked.

  7. Where there are joint registered holders of any share in the Company, any one of such joint holders may vote at the Extraordinary General Meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders are present at the Extraordinary General Meeting personally or by proxy, the most senior shall alone be entitled to vote in respect of the relevant joint holding and, for this purpose, seniority will be determined by reference to the order in which the names of the joint holders stand on the register of members of the Company in respect of the relevant joint holding.