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Universal Technologies Holdings Limited — Proxy Solicitation & Information Statement 2012
Jul 11, 2012
49633_rns_2012-07-11_5dec2094-9f7b-4bee-a094-990ea82a049e.pdf
Proxy Solicitation & Information Statement
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UNIVERSAL TECHNOLOGIES HOLDINGS LIMITED 環球 實 業 科 技 控 股 有 限 公 司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1026)
Proxy form for use at the Special General Meeting or any adjournment thereof
I/We[(Note][1)]
of
(Note 2) share(s) with a par value of
being the registered holder(s) of share(s) with a par value of HK$0.01 each in the capital of Universal Technologies Holdings Limited (the ‘‘Company’’), HEREBY APPOINT the Chairman of the meeting or[(Note][3)]
of
as my/our proxy to act for me/us
at the Special General Meeting of the Company to be held at Units 601–608, 6/F, Harbour View Two, Phase Two, Hong Kong Science Park, Pak Shek Kok, New Territories, Hong Kong on Friday, 27 July 2012 at 11: 00 a.m. or any adjournment thereof, and in particular (but without limitation) at such meeting (or any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolution set out in the notice convening the said meeting as indicated below, or, if no such indication is given, as my/our proxy thinks fit.
ORDINARY RESOLUTION FOR[(Note][4)] AGAINST[(Note][4)] ‘‘THAT the Chiyi Agreement and Beihai Shiji Agreement both dated 8 June 2012 (the ‘‘Agreements’’, copies of which have been produced to the meeting marked ‘‘A’’ and signed by the chairman of the meeting for the purpose of identification) and all transactions contemplated thereunder be and are hereby approved, confirmed and ratified and any one director of the Company (save and except Madam Luan Yumin) be and is hereby authorized for and on behalf of the Company to execute all such documents, instruments, agreements and deeds and do all such acts, matters and things as he/she may in his/her absolute discretion consider necessary, desirable or expedient for the purposes of or in connection with implementing, completing and giving effect to the Agreements and the transactions contemplated thereunder and to agree to such variations of the terms of the Agreements as he/she may in his/her absolute discretion consider necessary or desirable.’’
Dated Signature[(Note][5)]
Notes:
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
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Please insert the number of shares registered in your name(s) to which the 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 appointed, strike out the words ‘‘the Chairman of the meeting or’’ and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.
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IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK (H) IN THE BOX MARKED ‘‘FOR’’ THE RELEVANT RESOLUTION. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK (H) IN THE BOX MARKED ‘‘AGAINST’’ THE RESOLUTION. Failure to tick either box will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than that referred to in the notice convening the meeting.
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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 executed either under its common seal or under the hand of an officer or attorney or other person duly authorised.
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In order to be valid, this form of proxy duly completed and signed in accordance with the instructions printed hereon together with the power of attorney or other authority, if any, under which it is signed or a notarially certified true copy thereof must be delivered to the office of the Company’s branch share registrar and transfer office in Hong Kong, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 48 hours before the time appointed for holding of the meeting or any adjournment thereof.
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In case of joint registered holders of any share, any one of such persons may vote at any meeting, either personally or by proxy, in respect of such shares as if he were solely entitled thereto; but if more than one of such joint holders 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.
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The proxy need not be a member of the Company but must attend the meeting in person to represent you.
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Completion and deposit of this form of proxy will not preclude you from attending and voting at the meeting in person if you so wish.