比亞迪股份有限公司
BYD COMPANY LIMITED
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 1211)
Proxy form for holders of H Shares for use at
the Annual General Meeting ("AGM") to be held on 8 June 2021 or
any adjournment thereof
I/We (note 1)
of | (note 1) | ||||
being the registered holders of | (note 2) H shares | ||||
in BYD COMPANY LIMITED | (the "Company"), HEREBY APPOINT (note 3) the Chairman of the meeting, | ||||
or | |||||
of | |||||
or failing him |
of
as my/our proxy to attend and act for me/us at the AGM of the Company to be held on Tuesday, 8 June 2021 at 10:00 a.m. (or any adjournment thereof) at the Company's Conference Room, No. 3009, BYD Road, Pingshan District, Shenzhen, the People's Republic of China and to vote at such meeting in respect of the resolutions as hereunder indicated, or if no such indication is given, as my/our proxy thinks fit.
Resolutions | For | Against | Abstain | |
(note 4) | (note 4) | (note 4) | ||
By way of ordinary resolutions: | ||||
1. | To consider and approve the report of the board of directors of the Company | |||
(the "Board") for the year ended 31 December 2020. | ||||
2. | To consider and approve the report of the supervisory committee of the | |||
Company for the year ended 31 December 2020. | ||||
3. | To consider and approve the audited financial statements of the Company for | |||
the year ended 31 December 2020. | ||||
4. | To consider and approve the annual reports of the Company for the year ended | |||
31 December 2020 and the summary thereof. | ||||
5. | To consider and approve the profit distribution plan of the Company for the | |||
year ended 31 December 2020. | ||||
6. | To appoint PRC auditor, PRC internal control audit institution and auditor | |||
outside the PRC for the financial year of 2021 and to hold office until the | ||||
conclusion of the next annual general meeting of the Company, and to | ||||
authorise the Board to determine their remuneration. | ||||
By way of special resolutions: | ||||
7. | To consider and approve the provision of guarantee by the Group. | |||
8. | To consider and approve the estimated cap of ordinary connected transactions | |||
of the Group for the year 2021. | ||||
9. | To consider and approve: | |||
(a) the grant to the Board a general mandate to allot, issue and deal with | ||||
additional H shares in the capital of the Company subject to the | ||||
following conditions: | ||||
(i) that the aggregate nominal amount of H shares of the Company | ||||
allotted, issued and dealt with or agreed conditionally or | ||||
unconditionally to be allotted, issued or dealt with by the Board | ||||
pursuant to the general mandate shall not exceed 20 per cent of the | ||||
aggregate nominal amount of H shares of the Company in issue; | ||||
Resolutions | For | Against | Abstain | ||||
(note 4) | (note 4) | (note 4) | |||||
(ii) | that the exercise of the general mandate shall be subject to all | ||||||
governmental and/or regulatory approval(s), if any, and applicable | |||||||
laws (including but without limitation, the Company Law of the | |||||||
PRC and the Rules Governing the Listing of Securities on The Stock | |||||||
Exchange of Hong Kong Limited (the "Listing Rules")); | |||||||
(iii) | that the general mandate shall remain valid until the earliest of (1) | ||||||
the conclusion of the next annual general meeting of the Company; | |||||||
or (2) the expiration of a 12-month period following the passing of | |||||||
this resolution; or (3) the date on which the authority set out in this | |||||||
resolution is revoked or varied by a special resolution of the | |||||||
shareholders of the Company in a general meeting; and | |||||||
(b) the authorisation to the Board to approve, execute and do or procure to | |||||||
be executed and done, all such documents, deeds and things as it may | |||||||
consider necessary or expedient in connection with the allotment and | |||||||
issue of any new shares pursuant to the exercise of the general mandate | |||||||
referred to in paragraph (a) of this resolution. | |||||||
10. To consider and approve a general and unconditional mandate to the directors | |||||||
of BYD Electronic (International) Company Limited ("BYD Electronic") to | |||||||
allot, issue and deal with new shares of BYD Electronic not exceeding 20 per | |||||||
cent of the number of the issued shares of BYD Electronic. | |||||||
11. To consider and approve provision of phased guarantee for mortgage-backed | |||||||
car buyers to BYD Auto Finance Company Limited (比亞迪汽車金融有限公 | |||||||
司) by the store directly run by the Company's holding subsidiary. | |||||||
By way of ordinary resolution: | |||||||
12. To consider and approve the increase of shareholders' deposits limit by the | |||||||
Company. | |||||||
By way of special resolution: | |||||||
13. To consider and approve the authorisation to the Board of determine the | |||||||
proposed plan for the issuance of debt financing instrument(s). | |||||||
Date: | Signature(s) (note 5): |
Notes:
- Please insert full name(s) and address(es) in block capitals.
- Please indicate clearly the number of H shares in the Company registered in your name(s) in respect of which the proxy is so appointed. If no such number is inserted, the proxy will be deemed to be appointed in respect of all the H shares in the Company registered in your name(s).
- Where the proxy appointed is not the Chairman of the meeting, please cross out "the Chairman of the meeting, or", and fill in the name(s) and address(es) of the proxy in the space provided. Each shareholder is entitled to appoint one or more than one proxy to attend and vote at the meeting on his behalf. The proxy need not be a member of the Company. The person who signs this proxy form shall initial against any alteration in it.
- Important: if you wish to vote for any resolution, tick in the box marked "For". If you wish to vote against any resolution, tick in the box marked "Against". If you wish to abstain from voting in respect of any resolution, tick in the box marked "Abstain", and your voting will be counted in the total number of votes cast in that resolution for the purpose of calculating the result of that resolution. Failure to tick any box will entitle your proxy to cast your vote at his discretion.
- This form of proxy must be signed by you or your attorney duly authorised in writing (in this case, the power of attorney must be notarially certified) or, in the case of a corporation or institution, either under the corporate seal or under the hand of the chairman of its board of directors or attorney duly authorised in writing.
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To be valid, this proxy form and, if such proxy form is signed by a person under a power of attorney or other authority on behalf of the appointor, a notarially certified copy of that power of attorney or other authority (if applicable), must be deposited for the holders of H Shares of the Company at the following address of Computershare Hong Kong Investor Services Limited not less than 24 hours before the time appointed for the holding of the meeting (i.e. not later than 10:00 a.m. on Monday, 7 June 2021, Hong Kong time).
Computershare Hong Kong Investor Services Limited's address is:
17M Floor, Hopewell Centre
183 Queen's Road East Wanchai
Hong Kong - Any alteration made to this proxy form must be initialled by the person(s) who sign it.
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BYD Company Limited published this content on 14 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 April 2021 11:56:01 UTC.