NOTICE IS HEREBY GIVEN that an extraordinary general meeting of Tonic Industries Holdings Limited (the "Company") will be held at Unit B, 10th Floor, Summit Building, 30 Man Yue Street, Hung Hom, Kowloon, Hong Kong on 2 August, 2002 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the following resolutions as ordinary resolutions:
1. "THAT the directors of the Company be and are hereby authorized to enter into the transactions with Pioneer Ventures Limited in relation to the sales of audio and visual products by the Company and its subsidiaries to Pioneer Ventures Limited for each of the financial years ending 31 March, 2003, 2004 and 2005 provided that the aggregate value of the sales in any financial year shall not exceed 5% of the total sales of the Company and its subsidiaries for the relevant financial year in question and that the directors of the Company be and are hereby authorized to do such things and acts as they consider necessary or appropriate to give effect to the same."
2. "THAT the directors of the Company be and are hereby authorized to enter into the transactions with Junghans Asia Limited in relation to the sales of raw materials including but not limited to parts and movements by the Company and its subsidiaries to Junghans Asia Limited for each of the financial years ending 31 March, 2003, 2004 and 2005 provided that the aggregate value of the sales in any financial year shall not exceed 10% of the total sales of the Company and its subsidiaries for the relevant financial year in question and that the directors of the Company be and are hereby authorized to do such things and acts as they consider necessary or appropriate to give effect to the same."
3. "THAT the directors of the Company be and are hereby authorized to enter into the transactions with Junghans Uhren GmbH in relation to the purchases of parts and movements from Junghans Uhren GmbH by the Company and its subsidiaries for each of the financial years ending 31 March, 2003, 2004 and 2005 provided that the aggregate value of the purchases in any financial year shall not exceed 7% of the total cost of sales of the Company and its subsidiaries for the relevant financial year in question and that the directors of the Company be and are hereby authorized to do such things and acts as they consider necessary or appropriate to give effect to the same."
By Order of the Board
Liu Hoi Keung, Gary
Company Secretary
Hong Kong, 5 July, 2002
Principal Place of Business:
Unit B, 10th Floor
Summit Building
30 Man Yue Street
Hung Hom, Kowloon
Hong Kong
Notes:
(a) A circular containing details regarding the ordinary resolutions set out in this Notice of the Meeting will be sent, together with a form of proxy for use at the Meeting, to the shareholders of the Company as soon as practicable.
(b) A shareholder of the Company who is the holder of two or more shares may appoint more than one proxy to represent him on his behalf. A proxy need not be a shareholder of the Company. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.
(c) The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of authority, must be lodged with the Company's principal place of business at Unit B, 10th Floor, Summit Building, 30 Man Yue Street, Hung Hom, Kowloon, Hong Kong not less than 48 hours before the time fixed for holding the Meeting.
* For identification purposes only
Please also refer to the published version of this announcement in The Standard and Hong Kong Economic Times.
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