By 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.
GOLDEN EAGLE RETAIL GROUP LIMITED(Incorporated in the Cayman Islands with limited liability)
(Stock Code : 3308) NOTICE OF EXTRAORDINARY GENERAL MEETING NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the "EGM") of Golden Eagle Retail Group Limited (the "Company") will be held at 10:00 a.m. on Thursday, 23 January 2014 at Kennedy Room, Level 7, Conrad Hong Kong, Pacific Place, 88 Queensway, Hong Kong for the purpose of considering and, if thought fit, passing the following resolutions, with or without amendments, as ordinary resolutions of the Company:
1. "THAT the entering into of the 2014 Master Property Management Services Agreement (as defined and described in the circular of the Company dated 8 January 2014) and the transactions contemplated thereunder be and are hereby approved and ratified and the Directors (or a duly authorized committee thereof) be and are hereby authorized to take all such steps to implement the same and to execute all documents or deeds as they may consider necessary or appropriate in relation thereto, including but not limited to make any changes, modifications, amendments, waivers, variations or extensions of such terms and conditions of the 2014 Master Property Management Services Agreement as they may think fit;
2. THAT the proposed annual caps for the property management fees payable under the 2014
Master Property Management Services Agreement for each of the three years ending 31
December 2016, the details of which are set out in the circular of the Company dated 8
January 2014, be and are hereby approved and confirmed;
3. THAT the entering into of the 2014 Decoration Services Agreement (as defined and described in the circular of the Company dated 8 January 2014) and the transactions contemplated thereunder be and are hereby approved and ratified and the Directors (or a duly authorized committee thereof) be and are hereby authorized to take all such steps to implement the same and to execute all documents or deeds as they may consider necessary or appropriate in relation thereto, including but not limited to make any changes, modifications, amendments, waivers, variations or extensions of such terms and conditions of the 2014 Decoration Services Agreement as they may think fit;
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4. THAT the proposed annual caps for the consideration payable under the 2014 Decoration Services Agreement for each of the three years ending 31 December 2016, the details of which are set out in the circular of the Company dated 8 January 2014, be and are hereby approved and confirmed."
By Order of the Board
Company Secretary
Hong Kong, 8 January 2014
Notes:
1. A member of the Company entitled to attend and vote at the EGM is entitled to appoint one or, if he is the holder of two or more shares, more than one proxy to attend and to vote instead of him. A proxy need not be a member of the Company.
2. To be valid, the form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof must be deposited with the Company's branch share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited, at Shops 1712-16, 17th Floor, Hopewell Centre, 183
Queen's Road East, Wanchai, Hong Kong not less than 24 hours before the date appointed for the holding of the EGM
or any adjournment thereof.
3. In the case of joint holders of a share, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s). For this purpose, seniority will be determined by the order in which the names stand in the principal or branch register of members of the Company in respect of the share.
As at the date of this announcement, the Board comprises 1 executive Director, namely Mr. Wang Hung, Roger, 1 non-executive Director, namely Mr. Han Xiang Li and 3 independent non-executive Directors, namely Mr. Wong Chi Keung, Mr. Wang Yao and Mr. Liu Chi Husan, Jack.
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