编辑: 木头飞艇 | 2019-07-02 |
24 June
2018 and as amended from time to time Board the board of Directors Companies Law Companies Law, Cap
22 (Law
3 of 1961, as consolidated and revised) of the Cayman Islands (as amended, supplemented or otherwise modified from time to time) Company Miji International Holdings Limited, a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the Main Board of the Stock Exchange Director(s) director(s) of the Company Extension Mandate a general unconditional mandate proposed to be granted to the Directors to the effect that any Shares repurchased under the Repurchase Mandate will be added to the total number of Shares which may be allotted and issued under the Issue Mandate Group the Company and its subsidiaries Hong Kong the Hong Kong Special Administrative Region of the People'
s Republic of China Issue Mandate a general unconditional mandate proposed to be granted to the Directors to exercise the power of the Company to allot, issue or otherwise deal with Shares up to a maximum of 20% of the total number of issued Shares as at the date of the passing of the relevant resolution at the Annual General Meeting DEFINITIONS C
1 C Latest Practicable Date
4 April 2019, being the latest practicable date prior to the printing of this circular for ascertaining certain information contained in this circular Listing Rules the Rules Governing the Listing of Securities on the Stock Exchange Repurchase Mandate a general unconditional mandate proposed to be granted to the Directors to exercise the power of the Company to repurchase Shares on the Stock Exchange of up to a maximum of 10% of the total number of issued Shares as at the date of the passing of the relevant resolution at the Annual General Meeting SFO the Securities and Futures Ordinance (Chapter
571 of the Laws of Hong Kong) Share(s) ordinary share(s) of HK$0.01 each in the share capital of the Company (or of such other nominal amount as shall result from a sub-division, consolidation, reclassification or reconstruction of the share capital of the Company from time to time) Share Option Scheme a share option scheme approved and adopted by the Company on
24 June
2018 Shareholder(s) holder(s) of the Share(s) Stock Exchange The Stock Exchange of Hong Kong Limited Takeovers Code the Code on Takeovers and Mergers HK$ Hong Kong dollars, the lawful currency of Hong Kong % per cent DEFINITIONS C
2 C Miji International Holdings Limited 米技国际控股有限公司(Incorporated in the Cayman Islands with limited liability) (Stock Code: 1715) Executive Directors: Madam Maeck Can Yue (Chairperson and Chief Executive Officer) Mr. Walter Ludwig Michel Independent Non-executive Directors: Mr. Wang Shih-fang Mr. Yan Chi Ming Mr. Hooi Hing Lee Registered Office: P.O. Box 1350, Clifton House
75 Fort Street Grand Cayman KY1-1108 Cayman Islands Principal Place of Business in Hong Kong: Unit 3306C12 33/F., Shui On Centre No. 6C8 Harbour Road Wan Chai Hong Kong
15 April
2019 To the Shareholders Dear Sir or Madam, PROPOSALS FOR GENERAL MANDATES TO REPURCHASE AND ISSUE SHARES AND EXTENSION MANDATE TO ISSUE SHARES, RE-ELECTION OF RETIRING DIRECTORS AND NOTICE OF ANNUAL GENERAL MEETING 1. INTRODUCTION The purpose of this circular is to provide you with information regarding the resolutions to be proposed at the Annual General Meeting and to give you notice of the Annual General Meeting. Resolutions to be proposed at the Annual General Meeting include, inter alia, (a) ordinary resolutions on the proposed grant of each of the Repurchase Mandate, Issue Mandate and Extension Mandate;