COMPUTER AND TECHNOLOGIES HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 00046)

Form of proxy for use at the Annual General Meeting

I/We (Note 1)

of

being the registered holder(s) of

shares (Note 2) of HK$0.10 each in the share capital of the above-named Company, HEREBY APPOINT THE CHAIRMAN OF THE MEETING (Note 3) or

of

as my/our proxy to vote and act for me/us at the Annual General Meeting (the "Meeting") and at any adjournment thereof of the said Company to be held at Level 10, Cyberport 2, 100 Cyberport Road, Hong Kong on Thursday, 27 May 2021 at 3:30 p.m. for the purposes of considering and, if thought fit, passing the Resolutions as set out in the Notice convening the said Meeting and at such Meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the Resolutions as indicated below (Note 4).

ORDINARY RESOLUTIONS

FOR

AGAINST

1.

To receive and consider the audited financial statements and the reports of the

directors and of the auditors for the year ended 31 December 2020.

2

To declare a final dividend of 12 HK cents per share of the Company for the

year ended 31 December 2020 in cash.

3.

(a)

To re-elect Mr. Ng Cheung Shing as an executive director;

(b)

To re-elect Mr. Leung King San, Sunny as an executive director;

(c)

To re-elect Mr. Ting Leung Huel, Stephen as an independent non-

executive director; and

(d)

To authorise the board to fix the directors' remuneration.

4.

To re-appoint Messrs. Ernst & Young as auditors and to authorise the directors

to fix their remuneration.

5.

To give a general mandate to the directors to issue, allot and deal with

additional shares not exceeding 20% of the total number of the existing issued

shares of the Company.

6.

To give a general mandate to the directors to purchase shares not exceeding

10% of the total number of the existing issued shares of the Company.

7.

To extend the general mandate granted to the directors to issue shares by the

number of shares repurchased.

Dated this

day of

2021

Signed (Note 5):

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
  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 in the Company registered in your name(s).
  3. If any proxy other than the Chairman is preferred, strike out "THE CHAIRMAN OF THE MEETING" here inserted and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY
    THE PERSON WHO SIGNS IT.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED "AGAINST". Failure to complete any or all the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the Notice convening the Meeting.
  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 executed under its common seal or under the hand of an officer or attorney duly 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 holder(s) and for this purpose seniority will be determined by the order in which the names stand in the Register of Members.
  7. To be valid, this form of proxy together with the power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company's branch share registrar in Hong Kong, Tricor Tengis 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 Meeting or adjournment thereof.
  8. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.
  9. Completion and delivery of the form of proxy will not preclude you from attending and voting at the Meeting if you so wish.

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Computer and Technologies Holdings Ltd. published this content on 15 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 April 2021 07:00:01 UTC.