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WLS Holdings Limited — Proxy Solicitation & Information Statement 2018
Mar 21, 2018
51219_rns_2018-03-21_01c2cd3a-b9fc-40d8-afcd-1e556802c279.pdf
Proxy Solicitation & Information Statement
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WLS Holdings Limited 滙隆控股有限公司[*]
(Incorporated in the Cayman Islands and continued in Bermuda with limited liability)
(Stock Code: 8021)
FORM OF PROXY FOR USE AT THE SPECIAL GENERAL MEETING (‘‘SGM’’) OF WLS HOLDINGS LIMITED (‘‘COMPANY’’) CONVENED TO BE HELD AT 12:00 P.M. ON TUESDAY, 17 APRIL 2018 AT ROOMS 1001-1006, 10TH FLOOR, TOWER A, SOUTHMARK, 11 YIP HING STREET, WONG CHUK HANG, ABERDEEN, HONG KONG (AND ANY ADJOURNMENT THEREOF)
I/We[(1)]
of of
being the registered holder(s)
ordinary share(s)[(2)] of HK$0.01 each in the capital of the Company, HEREBY APPOINT[(3)] of
or, the Chairman of the SGM, as my/our proxy to vote and act for me/us at the SGM (or any adjournment thereof), to be held at 12:00 p.m. on Tuesday, 17 April 2018, at Rooms 1001-1006, 10th Floor, Tower A, Southmark, 11 Yip Hing Street, Wong Chuk Hang, Aberdeen, Hong Kong for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice dated 22 March 2018 convening the SGM (‘‘Notice’’) and to vote for me/us and in my/our name(s) in respect of each ordinary resolution as indicated below or, if no such indication is given, as my/our proxy(ies) thinks fit[(4)] .
Please tick (‘‘✓’’) the appropriate box to indicate how you wish your votes in respect of each resolution to be cast.
ORDINARY RESOLUTIONS FOR[(4)] AGAINST[(4)] 1. To approve, confirm and ratify the Provisional SPA, the Formal SPA and the Disposal (all capitalised tems as defined in the circular of the Company dated 22 March 2018). 2. To re-elect Mr. Lo Ka Ki as an independent non-executive director of the Company.
Please refer to the Notice for the full text of the resolutions.
Signature(s)[(5)] :
Date:
2018
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 of the Company 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 is preferred, strike out the words ‘‘or, the Chairman of the SGM’’ and insert the name and address of the proxy desired in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE SGM WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
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IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED ‘‘AGAINST’’. Failure to tick any or all of the boxes will entitle your proxy to cast his/her vote at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution(s) properly put to the SGM other than that referred to in the Notice.
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This form of proxy must be signed by you or your attorney duly authorised in writing or, if in the case of a corporation, must be either executed under its seal or under the hand of an officer, attorney or other person authorised to sign the same.
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Any shareholder of the Company entitled to attend and vote at the SGM shall be entitled to appoint another person as his/her/its proxy to attend and vote instead of him/her/it. A shareholder who is the holder of two or more shares may appoint more than one proxy(ies) to represent him/her/it and vote on his/her/ its behalf. A proxy needs not to be a shareholder of the Company.
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In order to be valid, this form of proxy together with the power of attorney 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 and transfer office in Hong Kong, Tricor Tengis Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong by 12:00 p.m. (Hong Kong time) on Sunday, 15 April 2018 or not later than 48 hours before the time appointed for holding the adjourned meeting. 8. Completion and delivery of this form of proxy shall not preclude a shareholder of the Company from attending and voting in person at the SGM, and in such event, this form of proxy shall be deemed to be revoked.
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Where there are joint holders of any share, any one of such joint holders may vote, either in person 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 SGM, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of such joint holding.
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Any voting at the SGM shall be taken by poll.
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For identification purpose only