CHINA COAL ENERGY 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.
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock code: 01898) ANNOUNCEMENT POLL RESULTS OF THE AGM FOR THE YEAR 2016 HELD ON MONDAY 26 JUNE 2017 CHANGE IN MEMBERS AND CHAIRMEN OF BOARD COMMITTEESThe board of directors (the "Board") of China Coal Energy Company Limited (the "Company") is pleased to announce that the annual general meeting for the year 2016 (the "AGM") was held at 2:30 p.m. on Monday, 26 June 2017 and all the resolutions proposed at the AGM were duly passed by the shareholders of the Company (the "Shareholders") by way of poll.
Reference is made to the notice of the AGM dated 11 May 2017 (the "Notice"). Unless otherwise indicated, the capitalized terms used in this announcement shall have the same meanings as those defined in the Notice.
1. RESULTS OF THE AGMThe Board is pleased to announce that the AGM was held at 2:30 p.m. on Monday, 26 June 2017 at China Coal Building, No. 1 Huangsidajie, Chaoyang District, Beijing, the People's Republic of China (the "PRC"). All the resolutions proposed at the AGM were duly passed. The Shareholders holding in aggregate 10,036,078,717 shares (representing approximately 75.6945% of the total issued shares of the Company), were present in person or by proxy at the AGM, and the holding of the AGM therefore was in compliance with the requirements of the Company Law of the PRC and the articles of association of the Company (the "Articles of Association"). Mr. Li Yanjiang, the chairman of the Company, chaired the AGM.
As at the date of the AGM, a total of 13,258,663,400 shares of the Company were in issue. In accordance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"), China National Coal Group Corporation (the "Parent") and its associates, directly and indirectly, holding an aggregate of 7,737,558,608 shares of the Company, representing approximately 58.36% of the total issued share capital of the Company, abstained from voting on the Resolution 8.00 and Resolution 9.00 proposed at the AGM. The total shares entitling Shareholders to attend and vote on Resolution No.8.00 and Resolution No.9.00 proposed at the AGM were 5,521,104,792 shares, and the total shares entitling Shareholders to attend and vote on
resolutions other than Resolution No.8.00 and Resolution No.9.00 proposed at the AGM were
13,258,663,400 shares.
There were no shares entitling the holders to attend and vote only against the resolutions proposed at the AGM and save as disclosed above, there were no restrictions on any Shareholders casting votes on the resolutions proposed at the AGM and no party has stated its intention to vote against the resolutions proposed at the AGM or to abstain from voting.
All the resolutions at the AGM were put to vote by way of poll, and Resolutions No.10.00, No.11.00, and No.12.00 were put to vote by way of cumulative voting. The voting results in respect of the resolutions at the AGM are as follows:
ORDINARY RESOLUTIONS | Total Number of Votes (Percentage of Total Number of Votes) | |||
For | Against | Abstain | ||
1. | To consider and, if thought fit, to approve the report of the Board for the year ended 31 December 2016. | 10,035,912,717 (99.9983%) | 2,000 (0.0001%) | 164,000 (0.0016%) |
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||||
2. | To consider and, if thought fit, to approve the report of the supervisory committee of the Company for the year ended 31 December 2016. | 10,035,912,717 (99.9983%) | 2,000 (0.0001%) | 164,000 (0.0016%) |
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||||
3. | To consider and, if thought fit, to approve the audited financial statements of the Company for the year ended 31 December 2016. | 10,035,911,717 (99.9983%) | 3,000 (0.0001%) | 164,000 (0.0016%) |
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||||
4. | To consider and, if thought fit, to approve the profit distribution proposal of the Company, namely, the proposal for distribution of a final dividend of RMB0.039 per share (tax inclusive) in an aggregate amount of approximately RMB514,531,500 for the year ended 31 December 2016, and to authorize the Board to implement the aforesaid distribution. | 10,036,077,717 (99.9999%) | 1,000 (0.0001%) | 0 (0.0000%) |
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||||
ORDINARY RESOLUTIONS | Total Number of Votes (Percentage of Total Number of Votes) | |||
For | Against | Abstain | ||
5. | To consider and, if thought fit, to approve the capital expenditure budget of the Company for the year ending 31 December 2017. | 10,035,081,717 (99.9999%) | 4,000 (0.0001%) | 0 (0.0000%) |
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||||
6. | To consider and, if thought fit, to approve the appointment of Deloitte Touche Tohmatsu Certified Public Accountants LLP as the Company's domestic auditor and Deloitte Touche Tohmatsu as the Company's international auditor for the financial year of 2017 and to authorize the Board to determine their respective remunerations. | 10,036,075,717 (99.9999%) | 3,000 (0.0001%) | 0 (0.0000%) |
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||||
7. | To consider and, if thought fit, to approve the emoluments of the directors (the "Directors") of the third session of the Board and the supervisors (the "Supervisors") of the third session of the supervisory committee of the Company for the year of 2017. | 10,035,539,717 (99.9999%) | 4,000 (0.0001%) | 0 (0.0000%) |
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||||
8.00 | To consider and, if thought fit, to approve the supplemental agreement to the coal supply framework agreement dated 23 October 2014 (the "2015 Coal Supply Framework Agreement") entered into between the Company and the Parent, and the revision of the annual caps thereof. | |||
ORDINARY RESOLUTIONS | Total Number of Votes (Percentage of Total Number of Votes) | |||
For | Against | Abstain | ||
8.01 To consider and, if thought fit, to approve: "THAT the supplemental agreement dated 27 April 2017 to the 2015 Coal Supply Framework Agreement entered into between the Company and the Parent, and the revision of the annual cap of the 2015 Coal Supply Framework Agreement for the year ending 31 December 2017 are hereby approved, ratified and confirmed." | 2,430,869,109 (99.9999%) | 2,000 (0.0001%) | 0 (0.0000%) | |
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||||
9.00 | To consider and, if thought fit, to approve certain continuing connected transaction framework agreements entered into by the Company and the relevant annual caps thereof for the years from 2018 to 2020. | |||
China Coal Energy Company Limited published this content on 26 June 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 26 June 2017 13:04:10 UTC.
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