Town Health International Medical Group Limited

康健國際醫療集團有限公司

(Incorporated in the Cayman Islands and continued in Bermuda with limited liability)

(Stock Code: 3886)

FORM OF PROXY

Form of proxy for use by shareholders of Town Health International Medical Group Limited ("Company") at the annual general meeting ("Meeting") to be held at 9:00 a.m. on Thursday, 27 June 2019 at 1st Floor, Town Health Technology Centre, 10-12 Yuen Shun Circuit, Siu Lek Yuen, Shatin, New Territories, Hong Kong and any adjournment thereof.

I/We (note a)

of

,

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

ordinary shares of HK$0.01 each ("Shares") in the share

capital of the Company, HEREBY APPOINT the Chairperson of the Meeting, or (notes c & h)

of

as my/our proxy to attend and act for me/us at the Meeting and at any adjournment thereof and to vote on my/our behalf in respect of the resolutions set out in the notice convening the Meeting ("AGM Notice") as hereunder indicated, and, if no such indication is given, as my/our proxy thinks fit.

Please tick ("") the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll (note d) .

No.

RESOLUTIONS

FOR (note d)

AGAINST (note d)

1.

To receive and adopt the audited consolidated financial statements of the Company, the report of

the directors and the independent auditor's report for the year ended 31 December 2018.

2.

To declare a final dividend of HK0.25 cent per ordinary share for the year ended 31 December

2018.

3.

To re-elect the following retiring directors of the Company:

(a)

Dr. Hui Ka Wah, Ronnie, JP as an executive director of the Company;

(b)

Dr. Choi Chee Ming, GBS, JP as a non-executive director of the Company;

(c)

Mr. Ho Kwok Wah, George, MH as an independent non-executive director of the Company;

(d)

Mr. Wang John Hong-chiun as an independent non-executive director of the Company; and

(e)

Mr. Chen Jinhao as a non-executive director of the Company.

4.

To authorise the board of directors of the Company to fix the directors' remuneration.

5.

To re-appoint Moore Stephens CPA Limited as the auditors of the Company and authorise the

board of directors of the Company to fix their remuneration.

6.

To grant a general mandate to the directors of the Company to repurchase shares not exceeding

10% of the number of the issued shares of the Company as described in resolution no. 6 of the

AGM Notice.

Dated the

day of

, 2019

Shareholder's signature (notes e, f and g)

Notes:

  1. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS.
  2. Please insert the number of Shares 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 Shares registered in your name(s).
  3. A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairperson of the Meeting as your proxy, please strike out the words "the Chairperson of the Meeting, or" and insert the name and address of the person appointed as proxy in the space provided.
  4. If you wish to vote for a resolution set out above, please tick ("") the appropriate box marked "FOR". If you wish to vote against a resolution, please tick ("") the appropriate box marked "AGAINST". If no direction is given, your proxy may vote or abstain as he/she thinks fit. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those set out in the AGM Notice.
  5. In the case of joint registered holders of any Shares, this form of proxy may be signed by any one of the joint holders, 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 in respect of such share shall alone be entitled to vote in respect thereof. Several executors or administrators of a deceased shareholder in whose name any Share stands shall be deemed joint holders thereof.
  6. This form of proxy must be signed by a shareholder of the Company, or his/her attorney duly authorised in writing, or if the shareholder is a corporation, either under seal or under the hand of an officer or attorney so authorised.
  7. 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 that power or authority must be deposited at the office of the Company's branch share registrar and transfer office in Hong Kong, Tricor Tengis Limited ("Share Registrar") at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong, by 9:00 a.m. on Tuesday, 25 June 2019 or not less than 48 hours before the time appointed for holding the adjourned Meeting (as the case may be).
  8. Any alteration made to this form of proxy should be initialled by the person who signs it.
  9. References to time and dates in this form of proxy are to Hong Kong time and dates.

PERSONAL INFORMATION COLLECTION STATEMENT

"Personal Data" in this statement has the same meaning as "personal data" defined in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO"), which include your and your proxy's name and address. Your supply of the Personal Data is on a voluntary basis and for the purpose of processing your instructions as stated in this form of proxy (the "Purposes"). If you fail to supply sufficient information, the Company may not be able to process your instructions. The Company may disclose or transfer the Personal Data to its subsidiaries, the Share Registrar and/or third party service provider who provides administrative, computer and other services to the Company for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. The Personal Data will be retained for such period as may be necessary to fulfil the Purposes (including for verification and record purposes). Request for access to and/or correction of the Personal Data can be made in accordance with the provisions of the PDPO and any such request should be in writing and sent to the Privacy Compliance Officer of Tricor Tengis Limited at the above address.

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Town Health International Medical Group Ltd. published this content on 27 May 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 27 May 2019 14:43:08 UTC