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    327   BMG6955J1036

PAX GLOBAL TECHNOLOGY LIMITED

(327)
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PAX Global Technology : NOTICE OF 2021 ANNUAL GENERAL MEETING

04/12/2021 | 06:17pm EDT

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.

PAX GLOBAL TECHNOLOGY LIMITED

百 富 環 球 科 技 有 限 公 司*

(Incorporated in Bermuda with limited liability)

(Stock code: 327)

NOTICE OF 2021 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that an annual general meeting of PAX Global Technology Limited (the "Company") will be held at Room 2504, 25th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wanchai, Hong Kong on Tuesday, 18 May 2021 at 9:30 a.m. for the following purposes:

  1. To receive and adopt the audited consolidated financial statements of the Company, the report of the directors of the Company (the "Directors") and the report of the auditor of the Company for the year ended 31 December 2020;
  2. To declare a final dividend of HK$0.10 per ordinary share for the year ended 31 December 2020;
  3. To re-elect Mr. Lu Jie as a Director;
  4. To re-elect Mr. Man Kwok Kuen, Charles as a Director;
  5. To authorise the Board of Directors to fix the remuneration of the Directors;
  6. To re-appoint PricewaterhouseCoopers as the auditor of the Company and to authorise the Board of Directors to fix its remuneration;
  • For identification purpose only

1

As special business, to consider and, if thought fit, pass with or without modifications, the following resolutions as ordinary resolutions of the Company:

ORDINARY RESOLUTIONS

7. "THAT:

  1. subject to paragraph (b) of this resolution, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to allot, issue and deal with additional shares of the Company and to make or grant offers, agreements and options (including warrants, bonds, notes and other securities which carry rights to subscribe for or are convertible into shares of the Company) which would or might require the exercise of such powers during or after the end of the Relevant Period be and is hereby generally and unconditionally approved;
  2. the total number of shares allotted, issued and dealt with or agreed conditionally or unconditionally to be allotted, issued and dealt with (whether pursuant to options or otherwise) by the Directors pursuant to the approval in paragraph (a) of this resolution, otherwise than pursuant to (i) a Rights Issue (as hereinafter defined); or (ii) the exercise of any option granted under the share option scheme of the Company or similar arrangement for the time being adopted for the grant or issue to officers and/or employees of the Company and/or any of its subsidiaries of shares or rights to acquire shares of the Company; or (iii) any scrip dividend or similar arrangement providing for the allotment of shares in lieu of the whole or part of a dividend on shares of the Company in accordance with the bye-laws of the Company in force; or (iv) an issue of shares in the Company upon the exercise of rights of subscription or conversion under the terms of any existing warrants or securities of the Company which carry rights to subscribe for or are convertible into shares of the Company, shall not exceed 20% of the total number of shares of the Company in issue as at the date of the passing of this resolution and the said approval shall be limited accordingly; and
  3. for the purpose of this resolution, "Relevant Period" means the period from the date of the passing of this resolution until whichever is the earliest of:
    1. the conclusion of the next annual general meeting of the Company;
    2. the expiry of the period within which the next annual general meeting of the Company is required by law or the bye-laws of the Company to be held; and
    3. the passing of an ordinary resolution by the shareholders of the Company in a general meeting revoking or varying the authority given to the Directors by this resolution.

2

"Rights Issue" means an offer of shares of the Company or issue of option, warrants or other securities giving the right to subscribe and/or exchange for shares of the Company, open for a period fixed by the Directors to the holders of shares of the Company, or any class thereof, whose names appear on the register of members of the Company (and, where appropriate, to holders of other securities of the Company entitled to the offer) on a fixed record date in proportion to their holdings of such shares (or, where appropriate, such other securities) as at that date (subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of, or the requirements of any recognised regulatory body or any stock exchange in, any territory outside Hong Kong applicable to the Company)."

8. "THAT:

  1. subject to paragraph (b) of this resolution, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all powers of the Company to repurchase shares of the Company on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") or on any other stock exchange on which the shares of the Company may be listed and recognised by the Securities and Futures Commission of Hong Kong (the "Securities and Futures Commission") and the Stock Exchange for such purpose, subject to and in accordance with the rules and regulations of the Securities and Futures Commission, the Stock Exchange or any other stock exchange as amended from time to time and all applicable laws in this regard, be and is hereby generally and unconditionally approved;
  2. the total number of shares of the Company authorised to be repurchased by the Company pursuant to the approval in paragraph (a) of this resolution during the Relevant Period shall not exceed 10% of the total number of shares of the Company in issue as at the date of the passing of this resolution, and the said approval shall be limited accordingly; and
  3. for the purpose of this resolution, "Relevant Period" means the period from the date of the passing of this resolution until whichever is the earliest of:
    1. the conclusion of the next annual general meeting of the Company;
    2. the expiry of the period within which the next annual general meeting of the Company is required by law or the bye-laws of the Company to be held; and
    3. the passing of an ordinary resolution by the shareholders of the Company in a general meeting revoking or varying the authority given to the Directors by this resolution."

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9. "THAT subject to the passing of resolutions no. 7 and no. 8 set out in this notice, the general mandate granted to the Directors to allot, issue and deal with additional shares pursuant to resolution no. 7 set out in this notice be and is hereby extended by the addition thereto of the total number of shares of the Company which may be repurchased by the Company under the authority granted pursuant to resolution no. 8 set out in this notice, provided that such amount of shares so repurchased shall not exceed 10% of the total number of shares of the Company in issue as at the date of passing this resolution."

By Order of the Board

PAX Global Technology Limited

Cheung Shi Yeung

Company Secretary

Hong Kong, 13 April 2021

Notes:

  1. A member of the Company entitled to attend and vote at the meeting (or any adjournment thereof) (the "Meeting") convened by this notice is entitled to appoint one or more proxies to attend and vote in his stead. A proxy need not be a member of the Company.
  2. A form of proxy for use at the Meeting is enclosed.
  3. Completion and delivery of the form of proxy will not preclude a member from attending and voting in person at the Meeting if the member so desires.
  4. To be valid, a form of proxy must be duly completed and signed in accordance with the instructions printed thereon and lodged, together with the power of attorney or other authority, if any, under which it is signed or a certified copy of that power or authority, 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 Meeting or any adjournment thereof (as the case may be).
  5. With regard to resolutions nos. 3 and 4 in this notice, the Board of Directors proposes Mr. Lu Jie and Mr. Man Kwok Kuen, Charles be re-elected as Directors. The particulars of the relevant Directors are set out in Appendix II to the circular to the shareholders dated 13 April 2021.
  6. All votings on the resolutions in this notice by the members at the Meeting shall be conducted by poll.
  7. The proposed final dividend, subject to the approval of the Shareholders at the Meeting, will be paid on 22 June 2021 (Tuesday) to shareholders of the Company whose names appear on the register of members of the Company at the close of business on 4 June 2021 (Friday). For determining the entitlement to the proposed final dividend to be paid to the Shareholders, the register of members of the Company will be closed from 2 June 2021 (Wednesday) to 4 June 2021 (Friday), both days inclusive, during which period no transfer of shares of the Company will be registered. In order to qualify for the proposed final dividend, all transfer documents accompanied by the relevant share certificates must be lodged with the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not later than 4:30 p.m. on 1 June 2021 (Tuesday).

4

  1. Record date (being the last date for registration of any share transfer given there will be no book closure) for determining the entitlement of the shareholders of the Company to attend and vote at the Annual General Meeting will be 12 May 2021 (Wednesday). All transfer documents accompanied by the relevant share certificates must be lodged with the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong for registration no later than 4:30 p.m. on 12 May 2021 (Wednesday).

As at the date of this announcement, the Board comprises three executive directors, namely Mr. Nie Guoming, Mr. Lu Jie and Mr. Li Wenjin and three independent non-executive directors, namely Mr. Yip Wai Ming, Dr. Wu Min and Mr. Man Kwok Kuen, Charles.

5

Disclaimer

PAX Global Technology Ltd. published this content on 13 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 April 2021 22:16:01 UTC.


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Sales 2021 6 542 M 841 M 841 M
Net income 2021 1 053 M 135 M 135 M
Net Debt 2021 - - -
P/E ratio 2021 8,72x
Yield 2021 2,50%
Capitalization 9 215 M 1 186 M 1 185 M
Capi. / Sales 2021 1,41x
Capi. / Sales 2022 1,24x
Nbr of Employees 1 677
Free-Float 65,4%
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Mean consensus BUY
Number of Analysts 3
Last Close Price 8,40 HKD
Average target price 11,50 HKD
Spread / Average Target 36,9%
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Managers and Directors
Jie Lu Chief Executive Officer & Executive Director
Shi Yeung Cheung Chief Financial Officer & Joint-Secretary
Guo Ming Nie Chairman
Kwok Kuen Man Independent Non-Executive Director
Min Wu Independent Non-Executive Director
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