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Youzan Technology Limited — Proxy Solicitation & Information Statement 2007
Dec 2, 2007
51261_rns_2007-12-02_5f09e521-2409-4c53-a224-dded0e174eab.pdf
Proxy Solicitation & Information Statement
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The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
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SYSCAN Technology Holdings Limited 矽感科技控股有限公司[*]
(Incorporated in Bermuda with limited liability)
(Stock Code: 8083)
NOTICE OF SPECIAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that a special general meeting (the “SGM”) of SYSCAN Technology Holdings Limited (the “Company”) will be held at Function Room I, Ground Floor, City Garden Hotel, 9 City Garden Road, North Point, Hong Kong on Thursday, 27 December 2007 at 2:30 p.m. for the purpose of considering and, if thought fit, passing, with or without modifications, the following ordinary resolution: –
ORDINARY RESOLUTION
“ THAT the share transfer agreement (the “Share Transfer Agreement”) dated 30 October 2007 entered into among the Company, SYSCAN Manufacturing and Rise Billion pursuant to which SYSCAN Holdings shall transfer 27,500 shares of SYSCAN Manufacturing to Rise Billion at a consideration of RMB126,500,000 and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified and THAT the directors of the Company be and are hereby authorized to do all such acts and things, take all steps and execute all further documents which in their opinion may be necessary, desirable or expedient for the purpose of giving effect to and/or implementing the transactions contemplated under the Share Transfer Agreement.”
By Order of the Board of SYSCAN Technology Holdings Limited Cheung Wai Chairman
Hong Kong, 30 November 2007
Principal place of business and head office in Hong Kong:–
Unit C, 21/F, Seabright Plaza 9–23 Shell Street North Point, Hong Kong
- For identification purposes only
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Notes:
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A member of the Company entitled to attend and vote at the SGM is entitled to appoint another person as his proxy to attend and, in the event of a poll vote in his stead. A member who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf at the SGM. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which such proxy is so appointed. A proxy need not be a member of the Company, but must attend in person to represent the member.
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In order to be valid, the form of proxy must be deposited at the principal place of business and head office of the Company in Hong Kong at Unit C, 21/F, Seabright Plaza, 9–23 Shell Street, North Point, Hong Kong together with the power or attorney or other authority (if any) under which it is signed or a notarially certified copy of such power of attorney or authority, not less than 48 hours before the time appointed for holding the SGM or any adjournment thereof.
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Where there are joint holders of any share, any one of such persons may vote at the SGM 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 be present at the SGM personally or by proxy, 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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A form of proxy for use in connection with the SGM is enclosed. Completion and delivery of the form of proxy will not preclude a member from attending and voting in person at the SGM if the member so desires and in such event, the instrument appointing a proxy shall be deemed to be revoked.
As at the date of this announcement, the Board comprises Mr. Cheung Wai and Mr. Zhang Ming as executive directors, and Mr. Fong Chi Wah, Mr. Jin Qingjun and Mr. Wang Ruiping as independent nonexecutive director.
This announcement, for which the directors of SYSCAN Technology Holdings Limited collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to SYSCAN Technology Holdings Limited. The directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief: – (1) the information contained in this announcement is accurate and complete in all material respects and not misleading; (2) there are no other matters the omission of which would make any statement in this announcement misleading; and (3) all opinions expressed in this announcement have been arrived at after due and careful consideration and are founded on bases and assumptions that are fair and reasonable.
This announcement will remain on the “Latest Company Announcements” page on the GEM website for at least 7 days from the day of its posting and on the Company’s website at www.syscangroup.com.
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