ANHUI CONCH CEMENT COMPANY LIMITED 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.
安徽海螺水泥股份有限公司
ANHUI CONCH CEMENT COMPANY LIMITED(a joint stock limited company incorporated in the People's Republic of China) (Stock Code: 00914)
Results of 2015 Annual General Meeting Held on 2 June 2016The Board of the Company is pleased to announce that the AGM for FY2015 was held on Thursday, 2 June 2016 at Conch International Hotel at 39 Wenhua Road, Wuhu City, Anhui Province, the PRC. All of the resolutions set out in the Notice were passed without any modification by way of poll.
The board ("Board") of directors ("Directors") of Anhui Conch Cement Company Limited ("Company") is pleased to announce that the annual general meeting ("AGM") of the Company for the year ended 31 December 2015 ("FY2015") was held on Thursday, 2 June 2016 at Conch International Hotel at 39 Wenhua Road, Wuhu City, Anhui Province, the People's Republic of China ("the PRC").
As at the date of the AGM, the total number of issued shares ("Shares") of RMB1.00 each in the capital of the Company was 5,299,302,579, comprising 3,999,702,579 A Shares and 1,299,600,000 H Shares. The total number of Shares entitling the holders to be present at the AGM was 5,299,302,579, among which 286,713,246 A Shares held by Anhui Conch Venture Investment Company Limited and 12,969,100 A Shares held by Ping An Trust & Investment Co. Ltd. were subject to undertakings not to exercise any voting right attached thereto (see the Company's announcement dated 8 October 2009), while the holders of the remaining 4,999,620,233 Shares (comprising A Shares and H Shares) were entitled to be present at the AGM and vote for or against any of the resolutions proposed at the AGM. There was no restriction on any shareholder of the Company ("Shareholder(s)") to cast votes on any of the resolutions
proposed at the AGM. The number of Shares entitling their holders to be present at and vote only against or abstain from voting any or all of the resolutions proposed at the AGM was zero.
The number and ratio of shareholders and authorised proxies present at the AGM are set out as follows:
1. Number of Shareholders and authorised proxies attended the meeting | 28 |
Of which : number of holders of A shares | 27 |
number of holders of H shares | 1 |
2. Total number of shares presented and entitled to vote (share) | 2,711,546,079 |
Of which : total number of shares held by holders of A shares | 2,016,470,515 |
total number of shares held by holders of H shares | 695,075,564 |
3. Percentage to the total number of shares of the Company entitled to vote (%) | 54.24 |
Of which : percentage of shares held by holders of A shares | 40.34 |
percentage of shares held by holders of H shares | 13.90 |
The AGM was chaired by Mr Wang Jianchao, an executive Director and the deputy chairman of the Company. Some of the Directors, supervisors ("Supervisors"), senior management members of the Company and the secretary to the Board also attended the AGM.
Mr. Xiang Zhenhua and Mr. Fan Ruilin, being the lawyers of Beijing Jingtian & Gongcheng, the PRC legal advisors to the Company, attended and acted as witnesses of the AGM. In accordance with the legal opinions of Beijing Jingtian & Gongcheng, the procedures for convening the AGM and the qualification of the convener of the AGM complied with the relevant rules, regulations and laws of the PRC, as well as the Company's articles of association ("Articles of Association"). The participants of the AGM held legal capacity to participate in relevant meetings, and the voting procedures and results of the AGM were legal and effective.
In accordance with the requirements of The Rules Governing the Listing of Securities
on The Stock Exchange of Hong Kong Limited, KPMG Certified Public Accountants ("KPMG") acted as the scrutineer for vote-taking at the AGM. KPMG's duty is limited to implementing certain procedures as requested by the Company, in order to confirm whether the summary of poll results prepared by the Company corresponded with the voting forms collected and provided to KPMG by the Company. The work performed by KPMG in this respect did not constitute an audit or review conducted in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagements issued by the Hong Kong Institute of Certified Public Accountants, nor did it give any assurance or advice on matters on legal interpretation or voting rights.
Ordinary Resolutions | The number of votes (%) | ||||
For | Against | Abstain | Passed or not | ||
1 | To approve the report of the | 2,711,124,479 | 300,600 | 121,000 | Yes |
Board for FY2015 | (99.98) | (0.01) | (0.01) | ||
2 | To approve the report of the | 2,711,124,479 | 300,600 | 121,000 | Yes |
supervisory committee of the | |||||
Company ("Supervisory | (99.98) | (0.01) | (0.01) | ||
Committee") for FY2015 | |||||
3 | To approve the audited | 2,711,407,979 | 17,100 | 121,000 | Yes |
financial reports for FY2015 | (99.99) | (0.00) | (0.01) | ||
4 | To approve the Company's 2015 profit appropriation | 2,711,518,979 | 27,100 | 0 | Yes |
proposal | (100) | (0.00) | |||
5 | To approve the | 2,711,020,979 | 515,100 | 10,000 | Yes |
reappointment of the PRC | |||||
auditors, the international | |||||
financial auditors and the | |||||
internal control auditor, and | (99.98) | (0.02) | (0.00) | ||
to authorize to the Board to | |||||
determine the remuneration | |||||
of the auditors | |||||
The resolutions as set out in the notice of the AGM dated 15 April 2016 ("Notice") were duly passed by way of poll and without any modification. Details of the voting results are set out below:
6 | To approve the provision of guarantee by the Company in respect of the bank borrowings of its 14 subsidiaries | 2,228,829,413 (82.20) | 394,945,331 (14.57) | 87,771,335 (3.23) | Yes | |
7 | To approve the re-election (where applicable) and appointment of the following Directors as the Directors of the 7th session of the Board (each of which resolutions set out below shall be considered and passed as a separate resolution): | |||||
(a) | To elect and appoint Mr. Gao Dengbang as an executive Director | 2,660,547,391 (98.12) | 50,387,688 (1.86) | 611,000 (0.02) | Yes | |
(b) | To elect and appoint Mr. Wang Jianchao as an executive Director | 2,659,767,141 (98.09) | 50,151,188 (1.85) | 1,627,750 (0.06) | Yes | |
(c) | To elect and appoint Mr. Wu Bin as an executive Director | 2,660,547,391 (98.12) | 50,387,688 (1.86) | 611,000 (0.02) | Yes | |
(d) | To elect and appoint Mr. Ding Feng as an executive Director | 2,660,547,391 (98.12) | 50,387,688 (1.86) | 611,000 (0.02) | Yes | |
(e) | To elect and appoint Mr. Zhou Bo as an executive Director | 2,661,045,391 (98.14) | 49,889,688 (1.84) | 611,000 (0.02) | Yes | |
(f) | To elect and appoint Mr. Yang Mianzhi as an independent non-executive Director | 2,710,296,305 (99.95) | 638,774 (0.03) | 611,000 (0.02) | Yes | |
(g) | To elect and appoint Mr. Tai Kwok Leung as an independent non-executive Director | 2,707,133,788 (99.84) | 3,801,291 (0.14) | 611,000 (0.02) | Yes | |
(h) | To elect and appoint Mr. Tat Kwong Simon Leung as an independent non-executive Director | 2,710,419,479 (99.96) | 515,600 (0.02) | 611,000 (0.02) | Yes | |
8 | To approve the re-election (where applicable) and appointment of the following Supervisors as the Supervisors of the 7th session of the Supervisory Committee (each of which resolutions set out below shall be considered and passed as a separate resolution): | |||||
(a) | To elect and appoint Mr. Qi Shengli as a Supervisor | 2,695,975,819 | 14,959,260 | 611,000 | Yes | |
Anhui Conch Cement Company Ltd. published this content on 02 June 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 03 June 2016 01:06:03 UTC.
Original documenthttp://english.conch.cn/dt2111111236.asp?docid=2111335365
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