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JD Logistics, Inc. Proxy Solicitation & Information Statement 2025
50717_rns_2025-07-31_cf565d14-213b-4868-807a-f77c5966f3dd.pdf
Proxy Solicitation & Information Statement
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翻杰集团股份有限公司
MAGNUS CONCORDIA GROUP LTD
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1172)
FORM OF PROXY FOR USE AT THE ANNUAL GENERAL MEETING TO BE HELD ON THURSDAY, 28 AUGUST 2025 (OR AT ANY ADJOURNMENT THEREOF)
I/We Note 1
of
being registered holder(s) of Note 2
of HK$0.10 in the share capital of Magnus Concordia Group Limited (the "Company"), hereby appoint Note 3 the Chairman of the Annual General Meeting of the Company (the "Meeting") or
of
to act as my/our proxy to attend and vote for me/us and on my/our behalf at the Meeting to be held at Room 103, 1/F, Duke of Windsor Social Service Building, 15 Hennessy Road, Wanchai, Hong Kong on 28, August 2025 at 11:00 a.m. and at any adjournment thereof on the undermentioned resolutions as indicated and if no such indication is given as my/our proxy thinks fit.
| ORDINARY RESOLUTIONS | FOR Note 4&5 | AGAINST Note 4&5 | |
|---|---|---|---|
| 1 | To consider and receive the audited consolidated financial statements and the directors’ report and the auditor’s report of the Company for the year ended 31 March 2025. | ||
| 2 | (a) To re-elect Mr. Xiang Jun as an executive director of the Company. | ||
| (b) To re-elect Ms. Zhou Lan as an executive director of the Company. | |||
| (c) To re-elect Mr. Wang Zhengjun as an independent non-executive director of the Company. | |||
| (d) To authorize the board of directors of the Company to fix the remuneration of the respective directors of the Company. | |||
| 3 | To re-appoint Zhonghui Anda CPA Limited as the auditor of the Company and to authorize the board of directors of the Company to fix its remuneration. | ||
| 4 | To grant a general mandate to the directors of the Company to allot, issue and deal with additional ordinary shares of the Company of up to a maximum 20% of total number of shares in issue of the Company as at the date of passing of this resolution (“Issue Mandate”) (ordinary resolution no. 4 of the notice of the Meeting). | ||
| 5 | To grant a general mandate to the directors of the Company to repurchase ordinary shares of the Company up to a maximum of 10% of the total number of shares in issue of the Company as at the date of passing of this resolution (“Repurchase Mandate”) (ordinary resolution no. 5 of the notice of the Meeting). | ||
| 6 | Conditional upon the passing of resolutions nos. 4 and 5, to extend the Issue Mandate granted to the directors of the Company to issue, allot and deal with additional ordinary shares in the capital of the Company by the number of ordinary shares repurchased by the Company under the Repurchase Mandate (ordinary resolution no. 6 of the notice of the Meeting). |
Signature Note 7:
Date:
Notes:
- Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
- Please insert the number of ordinary share(s) registered in your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the ordinary share(s) in the capital of the Company registered in your name(s).
- If any proxy other than the Chairman of the Meeting is preferred, please strike out the words "the Chairman of the Annual General Meeting of the Company (the "Meeting"), or" and insert the name and address of the proxy desired in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY SHOULD BE INITIALED BY THE PERSON WHO SIGNS IT.
- IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED "FOR". IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED "AGAINST". Failure to complete any or all the boxes will entitle your proxy to cast his/her votes at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.
- All resolutions will be put to vote by way of poll at the Meeting. Every member of the Company present in person (in the case of a member being a corporation, by its duly authorized representative) or by proxy shall have one vote for every fully paid share of which he/she/it is the holder. A person entitled to more than one vote on a poll need not use all his/her votes or cast all the votes he/she uses in the same way and in such cases, please state the relevant number of shares in the appropriate box(es) above.
- A member may appoint one or, if he/she/it is a holder of more than one share, more proxies to attend and vote in his/her/its stead. A proxy need not be a member of the Company.
- This form of proxy must be signed by you or your attorney duly authorized 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 or other person duly authorized.
- Where there are joint registered holders of any Share(s), any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such Share(s) as if he/she was solely entitled thereto, but if more than one of such joint registered holders is present at the Meeting, personally or by proxy, then the holder so present whose name stands first on the register of members of the Company in respect of such Share(s) shall alone be entitled to vote in respect thereof.
- To be valid, this form of proxy together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be deposited at the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.
- Completion and delivery of the form of proxy will not preclude you from attending and voting at the Meeting and, in such event, the form of proxy shall be deemed to be revoked.
- Reference to time and dates in this form of proxy are to Hong Kong time and dates.
PERSONAL INFORMATION COLLECTION STATEMENT
Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made.