
13 July 2012 Ford Eagle Group Limited ("Ford Eagle" or the "Company") Notice of Annual General Meeting
Ford Eagle Group Limited announces that its Annual General Meeting will be held at Unit 2207, 22/F, West Tower, Shun Tak Center, 200 Connaught Road, Central, Hong Kong, on 4 July 2012 (Wednesday) at 3:00 p.m. for, inter alia, the following purposes:-
ORDINARY BUSINESS
To consider, and if thought fit, pass the following resolutions which will be proposed as ordinary resolutions and require that more than half of the votes cast must be in favour of each resolution for it to be passed.
1. To approve the directors' remuneration for 2011; 2. To receive and adopt the Annual Report for the year ended 31 December 2011; 3. To declare no final dividend on the ordinary shares for 2011; 4. To re-elect Anthony Charles Drury as a director according to Article 138.3; 5. To re-elect Nicholas John Arnold Littlewood as a director according to Article 139; 6. To re-elect Hui Wing Sang Wilson as a director according to Article 139;
7. To re-appoint Clement Chan & Co as the Company's auditors and authorise
the board of directors of the Company to fix auditors' remuneration;
8. According to Article 18, to allot up to 2,215,000 Ordinary shares of
normal value of 10 pence for 15 pence each which represent 57.6% of the issued share capital of the company. This resolution will expire at the earlier of 28th September 2013 (being the last date by which the company must hold an Annual General Meeting in 2013); and
9. According to Article 18, to allot up to 1,500,000 Ordinary shares of
normal value of 10 pence for 15 pence each to Mr Law Wing Tak, Jack which represents 39.0% of the issued share capital of the company. This resolution will expire at the earlier of 28th September 2013 (being the last date by which the company must hold an Annual General Meeting in 2013).
10. That (a) According to Article 18, the directors be generally and unconditionally authorized, to exercise all powers of the Company to allot shares in the Company or grant rights to subscribe for, or convert any security into, shares in the Company equivalent to, but not exceeding, 20% of the total number of issued shares of the Company immediately before the allotment of shares under this Resolution and so that the directors may make such exclusions or other arrangements as they consider expedient in relation to treasury shares, fractional entitlements, record dates, shares represented by depositary receipts, legal or practical problems under the laws in any territory or the requirements of any relevant regulatory body or stock exchange or any other matter;
(b) this authority shall expire at the conclusion of the next annual general meeting of the Company after the passing of this resolution;
(c) the Company may, before this authority expires, make an offer or agreement which would or might require shares to be allotted or rights to be granted after it expires and the directors may allot shares or grant rights in pursuance of such offer or agreement as if this authority had not expired.
SPECIAL BUSINESS
To consider, and if thought fit, pass the resolution 11 which will be proposed as special resolution and require that at least three quarters of the votes cast must be in favour of the resolution for it to be passed.
DISAPPLICATION OF PRE-EMPTION RIGHTS
11. That subject to passing ordinary resolutions 8, 9 and 10 set out in the
notice, the directors are hereby authorized to exercise the power
conferred by Article 31.
The Directors of Ford Eagle Group Limited take responsibility for the content of this announcement.
For further information, please contact:
Ford Eagle Group Ltd Tony Drury, Chairman +44 (0) 7973 737 284
Alexander David Securities Limited - Corporate Adviser David Scott +44 (0) 20 7448 9800