2a2f30d1-ecac-4744-bdc3-f795fcf43706.pdf

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.

I.T LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 999) NOTICE OF THE 2016 ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the 2016 Annual General Meeting of I.T Limited (the "Company") will be held at 17/F., Tower A, Southmark, 11 Yip Hing Street, Wong Chuk Hang, Hong Kong on Friday, 12 August 2016 at 3:00 p.m. for the following purposes:
  1. To receive and consider the audited consolidated financial statements and the reports of the Directors and of the Auditor for the year ended 29 February 2016.

  2. To declare a final dividend of 8.4 HK cents per share.

  3. To re-elect Mr. Chan Wai Kwan as a Director of the Company.

  4. To re-elect Mr. Sham Kin Wai as a Director of the Company.

  5. To re-elect Dr. Wong Tin Yau, Kelvin, JP as a Director of the Company.

  6. To re-elect Mr. Francis Goutenmacher as a Director of the Company.

  7. To authorize the Board to fix the remuneration of the Directors.

  8. To re-appoint Auditor and to authorise the Board to fix their remuneration.

    and as special business, to consider and, if thought fit, to pass with or without modifications, the following resolutions (9) to (11) as ordinary resolutions:

  9. "THAT

    1. subject to paragraph (b) below, the exercise by the Directors during the Relevant Period (as defined below) of all the powers of the Company to purchase its shares, subject to and in accordance with the applicable laws, be and is hereby generally and unconditionally approved;

    2. the total number of shares of the Company to be purchased pursuant to the approval in paragraph (a) above shall not exceed 10% of the number of issued shares of the Company as at the date of passing of this resolution and the said approval shall be limited accordingly; and

    3. for the purpose of this resolution, "Relevant Period" means the period from the passing of this resolution until whichever is the earliest of:

      1. the conclusion of the next annual general meeting of the Company;

      2. the revocation or variation of the authority given under this resolution by ordinary resolution passed by the Company's shareholders in general meetings; and

      3. the expiration of the period within which the next annual general meeting of the Company is required by the Bye-laws of the Company or any applicable laws to be held."

      4. "THAT:

        1. subject to paragraph (c) below, the exercise by the Directors during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and deal with authorised and unissued shares of the Company and to make or grant offers, agreements and options which might require the exercise of such powers be and is hereby generally and unconditionally approved;

        2. the approval in paragraph (a) above shall authorise the Directors to make or grant offers, agreements and options during the Relevant Period which would or might require the exercise of such powers after the end of the Relevant Period;

        3. the aggregate number of shares allotted or agreed conditionally or unconditionally to be allotted by the Directors pursuant to the approval in paragraph (a) above, otherwise than pursuant to:

          1. a Rights Issue (as defined below);

          2. the exercise of options under a share option scheme of the Company; and

          3. any scrip dividend scheme or similar arrangement providing for the allotment of shares in lieu of the whole or part of a dividend on shares of the Company in accordance with the Bye-laws of the Company,

            shall not exceed 20% of the number of issued shares of the Company as at the date of passing of this resolution and this approval shall be limited accordingly; and

          4. for the purposes of this resolution:

            "Relevant Period" means the period from the passing of this resolution until whichever is the earliest of:

            1. the conclusion of the next annual general meeting of the Company;

            2. the revocation or variation of the authority given under this resolution by ordinary resolution passed by the Company's shareholders in general meetings; and

            3. the expiration of the period within which the next annual general meeting of the Company is required by the Bye-laws of the Company or any applicable laws to be held.

              "Rights Issue" means an offer of shares open for a period fixed by the Directors to holders of shares of the Company or any class thereof on the register on a fixed record date in proportion to their then holdings of such shares or class thereof (subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of any relevant jurisdiction or the requirements of any recognised regulatory body or any stock exchange)."

            4. "THAT conditional upon the passing of resolutions nos. 9 and 10 set out in the notice convening this meeting, the general mandate referred to in resolution no. 10 above be and is hereby extended by the addition to the aggregate number of shares which may be allotted and issued or agreed conditionally or unconditionally to be allotted and issued by the Directors pursuant to such general mandate of an amount representing the aggregate number of shares purchased by the Company pursuant to the mandate referred to in resolution no. 9 above, provided that such amount shall not exceed 10% of the number of issued shares of the Company as at the date of passing of this resolution."

            5. By Order of the Board Ho Suk Han Sophia Company Secretary

              Hong Kong, 15 June 2016

              Notes:

              1. Each of the resolutions set out in the above notice will be put to the vote by way of a poll except where the Chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands.

              2. Any shareholder entitled to attend and vote at the above meeting is entitled to appoint a proxy to attend and vote instead of him/her. A proxy need not be a shareholder of the Company. A shareholder who is the holder of two or more shares of the Company may appoint more than one proxy to represent him/her to attend and vote on his/her behalf. If more than one proxy is so appointed, the appointment shall specify the number of shares in respect of which each such proxy is so appointed.

              3. To be effective, a form of proxy together with the power of attorney or other authority, if any, under which it is signed or a certified copy of that power or authority, must be deposited at the Company's Branch Share Registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the meeting or any adjournment thereof. Delivery of the form of proxy shall not preclude a shareholder from attending and voting in person at the meeting and, in such event, the instrument appointing a proxy shall be deemed to be revoked.

              4. The register of members of the Company will be closed from Wednesday, 10 August 2016 to Friday, 12 August 2016, both days inclusive, during which period no transfer of shares of the Company will be registered. In order to qualify for the right to attend and vote at the above meeting, unregistered holders of shares of the Company should ensure that all transfers of shares accompanied by the relevant share certificates and appropriate transfer forms must be lodged with the Company's Branch Share Registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, for registration not later than 4:30 p.m. on Tuesday, 9 August 2016.

            I.T Limited published this content on 14 June 2016 and is solely responsible for the information contained herein.
            Distributed by Public, unedited and unaltered, on 14 June 2016 09:49:05 UTC.

            Original documenthttp://www.ithk.com/storage/investors_relations/e0999-agmnotice_160614.pdf

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