AIA GROUP LIMITED This announcement is for information purposes only and does not constitute an invitation or offer by any person to acquire, purchase or subscribe for securities. This announcement is not, and is not intended to be, an offer of securities of the Company for sale in the United States. The securities of the Company have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements under the U.S. Securities Act. There is not, and is not intended to be, any public offering of the securities of the Company in the United States.
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.
(Incorporated in Hong Kong with limited liability) Stock Code: 1299
RESULTS OF ANNUAL GENERAL MEETING HELD ON 8 MAY 2015At the Annual General Meeting of AIA Group Limited (the "Company") held on 8 May 2015 ("AGM"), the Chairman directed that a poll be held for voting on all proposed resolutions as set out in the Notice of AGM dated 27 March 2015. All resolutions were duly passed and the results of the poll are summarized below:
Ordinary Resolutions | Votes For | % | Votes Against | % | |
1. | To receive the audited consolidated financial statements of the Company, the Report of the Directors and the Independent Auditor's Report for the year ended 30 November 2014 | 8,191,239,066 | 99.953 | 3,871,998 | 0.047 |
2. | To declare a final dividend of 34.00 Hong Kong cents per share for the year ended 30 November 2014 | 8,338,052,603 | 99.983 | 1,376,974 | 0.017 |
3. | To re-elect Professor Lawrence Juen-Yee Lau as Independent Non-executive Director of the Company | 8,316,945,698 | 99.736 | 22,049,243 | 0.264 |
4. | To re - el e ct Mr . C hu ng - K o ng C h o w a s Independent Non-executive Director of the Company | 8,306,013,338 | 99.604 | 32,994,404 | 0.396 |
5. | To re-elect Mr. John Barrie Harrison as Independent Non-executive Director of the Company | 8,267,966,494 | 99.396 | 50,283,644 | 0.604 |
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Ordinary Resolutions | Votes For | % | Votes Against | % | |
6. | To re-appoint Pricew aterhouseCoopers as auditor of the Company for the term from passing of this resolution until the conclusion of the next annual general meeting and to authorise the board of directors of the Company to fix its remuneration | 8,320,740,713 | 99.776 | 18,705,364 | 0.224 |
7(A). | To grant a general mandate to the Directors to allot, issue, grant and deal with additional shares of the Company, not exceeding 10 per cent of the aggregate number of shares in the Company in issue at the date of this Resolution, and the discount for any shares to be issued shall not exceed 10 per cent to the Benchmarked Price* | 8,186,409,841 | 98.165 | 153,016,036 | 1.835 |
7(B). | To grant a general mandate to the Directors to repurchase shares of the Company, not exceeding 10 per cent of the aggregate number of shares in the Company in issue at the date of this Resolution* | 8,325,375,562 | 99.939 | 5,081,320 | 0.061 |
7(C). | To grant a general mandate to the Directors to allot, issue and deal with additional shares of the Company under the restricted share unit scheme adopted by the Company on 28 September 2010 (as amended)* | 8,192,371,585 | 98.237 | 147,056,156 | 1.763 |
* The full text of the Resolution is set out in the Notice of AGM.
As at the date of the AGM, the total number of issued and fully paid up shares of the Company was
12,047,178,898 shares, which was the total number of shares entitling the holders to attend and vote at the AGM on all resolutions proposed at the AGM. There were no shares entitling the holders to attend and abstain from voting in favour of the resolutions at the AGM as set out in Rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"), and there were no shares requiring the holders to abstain from voting at the AGM under the Listing Rules. In accordance with the Company's Articles of Association, on a poll every member present in person or by proxy will have one vote for every fully paid-up share held.
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Computershare Hong Kong Investor Services Limited, the Company's share registrar, acted as scrutineer for the poll at the AGM.
By Order of the Board
Group Company Secretary
Hong Kong, 8 May 2015
As at the date of this announcement, the Board of Directors of the Company comprises:
Non-executive Chairman and Non-executive Director:
Mr. Edmund Sze-Wing Tse
Executive Director, Group Chief Executive and President:
Mr. Mark Edward Tucker
Independent Non-executive Directors:
Mr. Jack Chak-Kwong So, Mr. Chung-Kong Chow, Mr. John Barrie Harrison, Mr. George Yong-Boon Yeo, Mr. Mohamed Azman Yahya and Professor Lawrence Juen-Yee Lau
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