TPV TECHNOLOGY LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 903)

PROXY FORM FOR SPECIAL GENERAL MEETING OF

THE SHAREHOLDERS OF TPV TECHNOLOGY LIMITED TO BE HELD

AT 10 : 30 A.M. ON WEDNESDAY, 30 OCTOBER 2019

(or as soon thereafter as the Court Meeting shall have been concluded or adjourned)

(or any adjournment thereof)

I/We(note 1)

of

being the registered holder(s) of(note 2)

shares of US$0.01 each of TPV TECHNOLOGY LIMITED

(the ''Company'') hereby appoint(note 3) the Chairman of the special general meeting of the Company (the ''SGM'')(note 4) or failing

him

as my/our proxy to attend and vote for me/us

and on my/our behalf at the SGM to be held on Wednesday, 30 October 2019 at Ballroom B, 2/F, The Langham, Hong Kong, 8 Peking

Road, Tsimshatsui, Kowloon, Hong Kong at 10 : 30 a.m. (or immediately after the conclusion or adjournment of the Court Meeting

convened for the same day and place) and of any adjournment thereof on the resolutions as indicated below. Unless otherwise

specified, capitalised terms used herein shall have the same meanings as those defined in the notice convening the SGM.

FOR(Note 5)

AGAINST(Note 5)

SPECIAL RESOLUTION

1. To approve, inter alia, any reduction of the issued share capital of the Company as a result of the cancellation of the Scheme Shares, to maintain the issued share capital of the Company by the issue to CEIEC (H.K.) Limited (the ''Offeror'') of such number of new shares of the Company (the ''New Shares'') as is equal to the number of Scheme Shares cancelled, to apply the credit arising in the Company's books of account as a result of the cancellation of the Scheme Shares in paying up the New Shares which shall be allotted and issued, credited as fully paid, to the Offeror, and to authorise the directors of the Company to do all acts and things considered by them to be necessary or desirable in connection with the implementation of the Scheme.

ORDINARY RESOLUTION

2. To approve the Rollover Arrangement.

Dated:

Signature(note 6):

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 capital of the Company registered in your name(s).
  3. A shareholder entitled to attend and vote at the meeting may appoint a proxy to attend and vote instead of him; a proxy need not be a shareholder but must attend the meeting in person to represent the shareholder.
  4. If you wish to appoint any other person as proxy you should delete the reference to the Chairman of the SGM and insert the name and identity card no./passport no. of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE SGM WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALED BY THE PERSON WHO SIGNS IT.
  5. If a shareholder wishes to vote FOR or AGAINST the resolution, please indicate with a '''' in the appropriate space. In the absence of any such indication, the proxy may vote or abstain at his discretion.
  6. This proxy form must be signed by you or your attorney duly authorised in writing. If the appointer is a corporation, this form shall be under seal or under the hand of any officer or attorney duly authorised on its behalf. The signature must match the records maintained by the Company's branch registrar in Hong Kong or the records maintained by the share transfer office in Singapore (as the case may be).
  7. In the case of joint holders, any one of such joint holders may vote at the meeting, either personally or by proxy, in respect of such shares as if he was solely entitled thereto; but if more than one of such joint holders be present at the meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members/record of members in respect of such shares shall alone be entitled to vote in respect thereof.
  8. If you are a shareholder whose name appears on the Company's register of members keeping at Computershare Hong Kong Investor Services Limited, you should deposit this proxy form, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof at Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong. To be valid, this should be done not less than 48 hours before the time for holding the meeting or adjourned meeting or poll (as the case may be).
  9. If you are a shareholder whose name appears on the Company's records of members keeping at Boardroom Corporate & Advisory Services Pte. Ltd., you should deposit this proxy form, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof at Boardroom Corporate & Advisory Services Pte. Ltd. at 50 Raffles Place, #32-01 Singapore Land Tower, Singapore 048623. To be valid, this should be done not less than 48 hours before the time for holding the meeting or adjourned meeting or poll (as the case may be).
  10. Completion and delivery of the proxy form will not preclude you from attending and voting at the meeting in person if you so wish, in that event, the proxy will be revoked by operation of law.

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TPV Technology Ltd. published this content on 08 October 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 October 2019 22:56:01 UTC