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Virtual Mind Holding Company Limited Proxy Solicitation & Information Statement 2017

Sep 8, 2017

49972_rns_2017-09-08_e21c2f83-3600-4974-9c51-3bf18e7774ab.pdf

Proxy Solicitation & Information Statement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

RUNWAY GLOBAL HOLDINGS COMPANY LIMITED 時尚環球控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 1520)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of Runway Global Holdings Company Limited (the “ Company ”) will be held at 11:00 a.m. on 9 October 2017 at Room 2302-2304, 23/F, Convention Plaza Office Tower, 1 Harbour Road, Wanchai, Hong Kong to consider and, if thought fit, passing the following resolution as a special resolution of the Company:

SPECIAL RESOLUTION

“THAT subject to and conditional upon the approval of the Registrar of Companies of the Cayman Islands by way of issuing a certificate of incorporation on change of name, the existing English name of the Company be changed from “Runway Global Holdings Company Limited” to “CEFC Hong Kong Financial Investment Company Limited” and the dual foreign name in Chinese of the Company be changed from “時尚環球控股有限公司” to “香港華信金融投資有限公司”with effect from the date of the certificate of incorporation on change of name issued by the Registrar of Companies of the Cayman Islands; and any one Director be and is hereby authorised to do such acts and things and execute all documents or make such arrangements as he may in his absolute discretion consider necessary, desirable or expedient for the purpose of implementing and/or giving effect to the aforesaid change of name of the Company.”

By order of the Board

Runway Global Holdings Company Limited Guo Lin Chairman

Hong Kong, 8 September 2017

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Notes:

  • (a) For ascertaining the entitlement to attend and vote at the EGM, the register of members of the Company will be closed from 4 October 2017 to 9 October 2017, both days inclusive, during which period no transfer of shares will be registered. In order to be entitled to attend and vote at the EGM, all duly completed transfer forms accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar and transfer office in Hong Kong, Tricor Investor Service Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration not later than 4:30 p.m. on 3 October 2017.

  • (b) Any Shareholders entitled to attend and vote at the EGM is entitled to appoint one or, if he/she is the holder of two or more Shares, more than one proxy to attend and vote on his/her behalf in accordance with the Articles. A proxy need not be a Shareholder.

  • (c) To be valid, a form of proxy and the power of attorney or other authority (if any) under which it is signed or a certified copy of such power or authority must be deposited at the Company’s branch share registrar and transfer office in Hong Kong, Tricor Investor Service Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong not later than 48 hours before the time appointed for holding of the EGM or any adjournment thereof.

  • (d) Delivery of an instrument appointing a proxy shall not preclude a Shareholder from attending and voting in person at the EGM or any adjournment thereof and in such event, the instrument appointing a proxy shall be deemed to be revoked.

  • (e) In the case of joint holders of a Share, any one of such joint holders may vote, either in person or by proxy, in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the EGM, the vote of the senior holder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders. For this purpose, seniority shall be determined by the order in which the names stand first in the register of members of the Company in respect of the joint holding.

As at the date of this announcement, the Board is comprised of 9 Directors, of which 6 are executive Directors, namely Mr. Guo Lin, Mr. Jiang Mingsheng, Mr. Wang Zhou, Mr. Jiang Tianqing, Mr. Hubert Tien, Mr. Liu Chun Fai; and 3 are independent non-executive Directors, namely Mr. Lu Hongbing, Mr. Tang Shu Pui Simon and Mr. Hon Ming Sang.

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