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Weiye Holdings Limited — Proxy Solicitation & Information Statement 2013
Jun 5, 2013
50009_rns_2013-06-05_47e5e2db-edd6-40cf-a7b1-20b6756b1725.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.
CULTURE LANDMARK INVESTMENT LIMITED
(Incorporated in Bermuda with limited liability)
(Stock Code: 674)
NOTICE OF SPECIAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the special general meeting of Culture Landmark Investment Limited (the “ Company ”) will be held at Rooms 2501-05, 25th Floor, China Resources Building, No. 26 Harbour Road, Wanchai, Hong Kong on Tuesday, 25 June 2013 at 4:30 p.m. for the purpose of considering and, if thought fit, passing (with or without modifications) the following resolution as ordinary resolution of the Company:
ORDINARY RESOLUTION
“ THAT :
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(a) the conditional share transfer and assignment of shareholder’s loan agreement dated 19 April 2013 (the “ Agreement ”) (a copy of the Agreement has been produced at the meeting and marked “A” and initialled by the Chairman of the meeting for the purpose of identification) entered into between the Company as vendor and Eternal Nice (Hong Kong) Limited (“ Eternal Nice ”) as purchaser in relation to the disposal of the entire issued share capital of Wellrich Investments Limited and the assignment of shareholder’s loan by the Company to Eternal Nice and all transactions contemplated thereunder and in connection therewith, be and are hereby approved, ratified and confirmed; and
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(b) any one director of the Company be and is hereby authorised for and on behalf of the Company to execute all such documents and agreements and do such acts or things as he/she may in his/her absolute discretion consider to be necessary, desirable or expedient to implement or given effect to or in connection with or incidental to the Agreement and the transactions contemplated thereunder and to agree to such variation, amendment or waiver as is, in his/her absolute opinion, in the interests of the Company.”
By Order of the Board Cheng Yang Chairman
Hong Kong, 6 June 2013
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Registered Office: Clarendon House Church Street Hamilton HM11 Bermuda
Principal Place of Business in Hong Kong:
Rooms 2501-05, 25th Floor China Resources Building No. 26 Harbour Road Wanchai Hong Kong
Notes:
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(i) A member entitled to attend and vote at the above meeting is entitled to appoint one proxy or, if he/she/it is a holder of more than one share, more proxies to attend and vote instead of him/her/it. A proxy needs not be a member of the Company.
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(ii) Where there are joint holders of any share of the Company, any one of such joint holders may vote at the meeting, either personally or by proxy, in respect of such share as if he/she/it was solely entitled thereto, but if more than one of such joint holders be 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 share shall alone be entitled to vote in respect thereof.
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(iii) The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be lodged with the Company’s Share Registrar, Tricor Secretaries Ltd. at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong for registration not less than 48 hours before the time appointed for holding the meeting.
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(iv) Completion and return of the form of proxy will not preclude a member from attending the meeting and voting in person at the meeting or any adjournment thereof if he/she/it so desires. If a member attends the meeting after having deposited the form of proxy, his/her/its form of proxy will be deemed to have been revoked.
As at the date of this announcement, the executive directors of the Company are Mr. Cheng Yang (the Chairman), Mr. Zheng Yuchun, Mr. Li Weipeng and Ms. Lei Lei; and the independent non-executive directors are Mr. Tong Jingguo, Mr. Yang Rusheng and Mr. So Tat Keung.
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