中 國 汽 車 內 飾 集 團 有 限 公 司

CHINA AUTOMOTIVE INTERIOR DECORATION HOLDINGS LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 0048)

FORM OF PROXY

Form of proxy for use by shareholders at the extraordinary general meeting (the ''EGM'') of China Automotive Interior Decoration Holdings Limited (the ''Company'') to be convened at Room Soho 1, 6/F., IBIS Hong Kong Central and Sheung Wan Hotel, No. 28 Des Voeux Road West, Sheung Wan, Hong Kong at 11:45 a.m. on Monday, 28 September 2020 or any adjournment thereof

I/We(1) ,

of

being the registered holder(s)

of(2)

shares of HK$0.005 each in the share capital of the Company, hereby appoint(3) the chairman of the EGM,

or(3)

of

as my/our proxy to attend and vote for

me/us and on my/our behalf at the EGM in respect of the resolutions set out in the notice convening the EGM as hereunder indicated and, if no such indication is given, as my/our proxy thinks fit and in respect of any other resolution that may properly come before the EGM and/or at any adjournment thereto:

ORDINARY RESOLUTION

FOR (4)

AGAINST (4)

1.

To consider and, if thought if, to approve

''THAT subject to and conditional upon the granting by the Listing Committee of The

Stock Exchange of Hong Kong Limited of the listing of, and permission to deal in, the

Consolidated Shares (as defined below) arising from the Share Consolidation (as defined

below) and with effect from 30 September 2020:

  1. every five (5) issued and unissued shares with a par value of HK$0.005 each (the ''Existing Shares'') in the issued and authorised share capital of the Company be consolidated into one (1) share with a par value of HK$0.025 each (the ''Consolidated Share(s)'') (the ''Share Consolidation''), and immediately upon the Share Consolidation becoming effective, the authorised share capital of the Company shall be HK$1,000,000,000 divided into 40,000,000,000 Consolidated Shares of par value of HK$0.025 each;
  2. following the Share Consolidation, the Company's directors (the ''Directors'') be and are hereby authorised to do all such acts and things as they consider necessary or expedient in connection with the Share Consolidation, including but not limited to disregarding fractional entitlements, making arrangements for the settlement and disposal of fractional entitlements, if any, arising from or in connection therewith and, in particular (but without prejudice to the generality of the foregoing), by aggregating any fractional entitlements arising as a result thereof and selling the same for the benefit of the Company in such manner and on such terms as the Directors may think fit and/or repurchasing (and, if thought fit, cancelling) any fractional entitlements in such manner and on such terms as the Directors may think fit; and
  3. the Directors be and are hereby authorised to do all such acts and things and execute all such documents, which are ancillary to the Share Consolidation on behalf of the Company, including under seal where applicable, as they may consider necessary or expedient to give effect to, implement and complete the Share Consolidation.''

Dated this

day of

2020

Signature(5)

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint holders should be stated.
  2. Please insert the number of shares registered in your name(s). 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).
  3. If any proxy other than the chairman of the EGM is preferred, delete the words ''the chairman of the EGM, or'' and insert the name and address of the proxy desired in the space provided. A shareholder of the Company who is the holder of two or more shares of the Company may appoint more than one proxy to attend and vote on his/her/its behalf at the EGM provided that if more than one proxy is so appointed, the appointment shall specify the number and class of shares of the Company in respect of which each such proxy is so appointed.
    IF NO NAME IS INSERTED, THE CHAIRMAN OF THE EGM WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE DULY INITIALLED BY THE PERSON WHO SIGNS IT.
  4. Please indicate with a ''✓'' in the appropriate space beside the resolutions how you wish the proxy to vote on your behalf. If this form of proxy is returned duly signed, but without any indication as to how your proxy should vote, the proxy may vote for or against the resolutions or may abstain at this discretion. Your proxy will also be entitled to vote at his/her discretion on any resolutions(s) properly put to the EGM other than those referred to in the notice convening the EGM.
  5. 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 either under its common seal or under the hand of an officer or attorney or person authorised.
  6. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holders. For the purpose, seniority is determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.
  7. To be valid, this form of proxy, together with a power of attorney or other authority (if any) under which it is signed, or a certified copy of that power or authority, must be deposited at the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not less than 48 hours before the time appointed for holding the EGM or any adjournment thereof.
  8. The proxy needs not be a member of the Company but must attend the EGM in person to represent you.
  9. Completion and return of this form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof if you so wish. In such event, this form of proxy shall be deemed to be revoked.

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China Automotive Interior Decoration Holdings Ltd. published this content on 09 September 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 September 2020 08:59:05 UTC