UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of
the Securities Exchange Act of 1934 (Amendment No.  )
Filed by the Registrant x
Filed by a Party other than the Registrant o
Check the appropriate box:
o
Preliminary Proxy Statement
o
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o
Definitive Proxy Statement
xDefinitive
Additional Materials
o
Soliciting Material under §240.14a-12
Value Exchange International, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other
than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
x
No fee required.
o
Fee paid previously with preliminary materials.
o
Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.
VALUE EXCHANGE INTERNATIONAL,
INC.
Unit 602, Block B,
6 Floor, Shatin Industrial Centre, 5-7 Yuen Shun Circuit
Shatin, N.T., Hong
Kong SAR - Telephone: (852) 2950 4288
May 26, 2022
IMPORTANT NOTICE REGARDING
THE INTERNET AVAILABILITY OF PROXY MATERIALS FOR THE 2022 ANNUAL MEETING OF SHAREHOLDERS HELD VIRTUALLY ON JULY 18, 2022
Dear Common Stock Shareholder (“Shareholder,” “you,”
or “your”) of Value Exchange International, Inc., a Nevada corporation, (“Company”):
Under Securities and Exchange Commission (“SEC”)
rules, you are receiving this Notice of Internet Availability of Proxy Materials (“Notice”) that the proxy materials for the
2022 Annual Meeting of Shareholders (“Annual Meeting”) are available on the Internet (as indicated below). Follow the instructions
below to view materials and, if desired, to request a paper copy of the proxy materials. The instructions on how to vote online are below.
The items to be voted on and instructions on how to attend the Annual Meeting, which is being conducted virtually by web cast only, are
on the reverse side of this Notice.
THIS COMMUNICATION PRESENTS ONLY AN OVERVIEW
OF THE MORE COMPLETE PROXY MATERIALS THAT ARE AVAILABLE TO YOU ON THE INTERNET. WE ENCOURAGE YOU TO ACCESS AND REVIEW ALL OF THE IMPORTANT
INFORMATION CONTAINED IN THE PROXY MATERIALS. THE PROXY MATERIALS ARE AVAILABLE AT THE WEB SITE BELOW:
https://www.vei-i.com/en/shareholder_meeting |
HOW TO VOTE AT THE ANNUAL MEETING:
BY INTERNET - Go to the website www.cleartrustonline.com/veii
(“Meeting Website”) – available 24 hours a day, seven days a week until closing of voting polls at the Annual Meeting,
which is being held virtually by web cast at 7:00 p.m., local Hong Kong SAR time, on Monday, July 18, 2022, and follow the online instructions.
You will need the 12-digit control number stated below, which number is also included on your proxy card, in order to vote online. You
may change a prior vote by casting a new vote online (through the Meeting Website) prior to closing of voting polls at the Annual Meeting.
Only your latest online vote properly submitted prior to the closing of voting polls at the Annual Meeting is counted.
YOUR CONTROL NUMBER: ___________________ |
If you have problems accessing the Meeting Website, you may contact
ClearTrust at 813-235-4490 during normal business hours and beginning at 6:30 p.m., local Hong Kong SAR time, on the date of the Annual
Meeting.
BY MAIL. Mark your selections on your proxy
card (if you received one). Date and sign your name exactly as it appears on your proxy card. Mail the proxy card in the postage-paid
envelope that is provided to you. If your shares are held in “street name,” meaning that they are held for your account by
a broker, bank or other nominee as the holder of record, you will receive instructions from that holder of record that you must follow
to vote your shares. Proxy cards that are mailed must be received prior to close of business on July 15, 2022.
How to Request a Paper
Copy of Proxy Materials: (1) Call our Corporate Secretary at 852 2950 4288; (2) email request to https://www.vei-i.com/en/investorinfo/contact-us;
or (3) Send a written request to: Corporate Secretary, Value Exchange International, Inc., Unit 602, Block B, 6 Floor, Shatin Industrial
Centre, 5-7 Yuen Shun Circuit, Shatin, N.T., Hong Kong SAR.
2022 ANNUAL MEETNG OF SHAREHOLDERS
Value Exchange International, Inc.’s 2022
Annual Meeting of Shareholders (“Annual Meeting”) will be held virtually only, by web cast, on 7:00 p.m., local Hong Kong
SAR time, on Monday, July 18, 2022.
Attending the Annual Meeting: Annual Meeting
will be a “virtual meeting” of Shareholders that is conducted exclusively online via the Internet as a virtual web conference
at www.cleartrustonline.com/veii (“Meeting Website”). There will not be a physical meeting location and, as
such, Shareholders will not be able to attend the Annual Meeting in person. This means that you can only attend, participate in and vote
during the Annual Meeting by visiting the Meeting Website. We encourage you to vote prior to the Annual Meeting through the Meeting Website
or by proxy by mail. You may change your vote during the Annual Meeting by casting a vote online prior to the closing of the voting polls
through the Meeting Website.
Only Shareholders as of the close of business
on May 23, 2022 (the record date) will be entitled to attend, participate in and vote at the Annual Meeting.
Proposals to be Considered at Annual Meeting.
You will be voting on the following proposals at the Annual Meeting. The Company’s Board of Directors’ recommendations on
how to vote are also below.
Proposals |
Board Recommendation on the Vote |
1.
Approve an amendment to the Amended Articles of Incorporation to increase the authorized shares of capital stock to 600 million by
increasing the authorized shares of Common Stock from 100 million to 500 million. |
Board recommends that you vote “FOR” |
2. Election of the nine
(9) nominees named below as Directors of the Company, each for a term ending at the 2023 Annual Meeting of Shareholders and election and
assumption of office by successor directors:
|
|
a. Chan Heng Fai
b. Lum Kan Fai
c. Johan Pehrson
d. Tan Seng Wee
e. Wong Shui Yeung
|
f. Wong Tat Keung
g. Lee Yuen Fong
h. Tsang Po Yee
i. Robert H. Trapp |
Board recommends that you vote “FOR” all Nominees |
3. Ratification of the appointment of Zhen Hui CPA as the Company’s independent registered public accountants for the fiscal year ending December 31, 2022. |
Board recommends that you vote “FOR” |
4. Ratification of 2022 Equity Incentive Plan. |
Board recommends that you vote “FOR”
|
To transact such other business as may properly come before the Annual Meeting or any continuation, postponement or adjournment of the Annual Meeting. |
|
PLEASE VOTE - YOU MAY VOTE PRIOR TO THE ANNUAL
MEETING BY FOLLOWING THE INSTRUCTIONS ON HOW TO VOTE ABOVE. YOU CANNOT VOTE BY RETURNING THIS NOTICE. YOU MUST DO SO AS STATED IN HOW
TO VOTE.
HELP THE COMPANY SAVE COST OF MAILINGS AND
HELP THE ENVIRONMENT BY REGISTERING TO RECEIVE PROXY MATERIALS IN THE FUTURE ELECTRONICALLY BY GOING TO https://www.vei-i.com/en/register
and registering.
|
|
|
VOTE BY INTERNET –
cleartrustonline.com/veii
Use the Internet to transmit your voting instructions. Vote by 11:59
p.m. ET on June 29, 2022. Have your proxy card in hand when you access the web site and follow the instructions to cast your vote online. |
|
|
|
|
|
|
Value Exchange International Inc.
c/o ClearTrust, LLC
16540 Pointe Village Dr, #205
Lutz, FL 33558 |
|
|
VOTE BY MAIL:
Mark, sign and date your proxy card and return it in the postage-paid
envelope we have provided or return it to ClearTrust LLC, 16540 Pointe Village Dr, Suite 205, Lutz, FL 33558.
|
|
|
|
|
|
|
«REG»
«REG2»
«REG3»
«REG4»
«REG5»
|
|
|
REGISTER TO RECEIVE FUTURE PROXY STATEMENTS AND ANNUAL REPORTS AT https://www.vei-i.com/en/register |
«HOLDER_ADDRESS»
|
|
|
CONTROL # à |
«PROXYCNTRL» |
|
«HOLDER_ADDRESS2»
«HO_CITY», «HO_STATE» «HO_ZIP» |
|
|
SHARES: |
«PXSHARES» |
|
|
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: |
KEEP THIS PORTION FOR YOUR RECORDS |
|
THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. |
DETACH AND RETURN THIS PORTION ONLY |
The Board of Directors recommends you vote FOR the following:
|
|
|
For |
Against |
Abstain |
1. |
Approve an amendment to the Amended Articles of Incorporation to
increase the authorized shares of Common Stock from 100 million to 500 million and authorized shares of capital stock to 600 million. |
|
☐ |
☐ |
☐ |
2. |
Elect nine (9) nominees as Directors of the Company, for a term ending
at the 2023 Annual Meeting of Shareholders and the election and assumption of office by successor directors. Nominees: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
All |
Withhold
All |
For All
Except |
|
(1) Chan Heng Fai |
|
(2) Lum Kan Fai |
|
(3) Johan Pehrson |
|
(4) Tan Seng Wee |
|
|
|
☐ |
☐ |
☐ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5) Wong Shui Yeung |
|
(6) Wong Tat Keung |
|
(7) Lee Yuen Fong |
|
(8) Tsang Po Yee |
|
(9) Robert Trapp |
|
|
|
|
|
To withhold authority to vote for any
individual nominee(s), mark “For All Except” and write the number(s) of the nominee(s) on the line below.
|
|
|
|
|
|
|
|
|
|
|
|
______________________________________ |
|
|
|
|
|
|
|
For |
Against |
Abstain |
3. |
Ratify the appointment of Zhen Hui CPA as
the Company’s independent registered public accountants for fiscal year 2022. |
|
☐ |
☐ |
☐ |
|
|
|
For |
Against |
Abstain |
4. |
Ratify the 2022 Equity Incentive Plan. |
|
☐ |
☐ |
☐ |
5. |
To transact any and all other business which may come before the Stockholders
at this Meeting or any adjournments or postponements thereof. |
|
|
|
|
Please indicate if you plan to attend this
meeting ☐
Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name, by authorized officer |
|
«REG»
«REG2»
«REG3»
«REG4»
«REG5» |
|
|
|
|
|
|
|
|
|
|
Signature [PLEASE SIGN WITHIN BOX] |
Date |
|
Signature [Joint Owner] |
Date |
«PROXY
Your Vote is Important
Please complete, date, sign and mail your voting
instruction card in
the envelope provided as soon as possible
OR
Vote online at cleartrustonline.com/veii
Value Exchange International
Inc.
Revocable Proxy
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE
BOARD OF DIRECTORS FOR THE 2022 ANNUAL MEETING
OF SHAREHOLDERS
The undersigned, being a shareholder
in Value Exchange International Inc., a business incorporated pursuant to the laws of the State of Nevada (the “Corporation”),
in connection with ANNUAL SHAREHOLDERS’ MEETING to be held on the 30th day of June, 2022, does hereby appoint Tan Sang
Wee and Au Cheuk Lun as my proxy and attorney-in-fact to vote all shares of Corporation stock standing in my name.
The undersigned shareholder may
revoke this Proxy at any time before it is voted by filing with the Company a written notice of revocation, by delivering to the Company
a duly executed Proxy bearing a later date, or by attending the Annual Meeting virtually and voting online following the instructions
to be provided during the meeting.
Continued and to be signed on the reverse
side
Value Exchange (QB) (USOTC:VEII)
Historical Stock Chart
From Nov 2024 to Dec 2024
Value Exchange (QB) (USOTC:VEII)
Historical Stock Chart
From Dec 2023 to Dec 2024