CHINA SHENHUA 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 limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 01088)OVERSEAS REGULATORY ANNOUNCEMENT
This announcement is made pursuant to Rule 13.10B of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited.The "Announcement Regarding Resolutions at the 3rd Meeting of the Third Session of the Board" and so on as published in Chinese in the China Securities Journal, the Shanghai Securities News, the Securities Times and the Securities Daily and on the website of the Shanghai Stock Exchange (www.sse.com.cn) on 25 October 2014 is enclosed hereto as overseas regulatory announcement.
Beijing, 24 October, 2014
By Order of the Board
China Shenhua Energy Company LimitedHuang Qing
Secretary to the Board of Directors
As at the date of this announcement, the Board comprises the following: Dr. Zhang Yuzhuo, Dr. Ling Wen, Mr. Han Jianguo and Mr. Wang Xiaolin as executive directors, Mr. Chen Hongsheng and Mr. Wu Ruosi as non-executive directors, and Ms. Fan Hsu Lai Tai, Mr. Gong Huazhang and Mr. Guo Peizhang as independent non-executive directors.
1
Stock Code: 601088 Stock Short Name: China Shenhua No. of Announcement: Lin 2014-063
China Shenhua Energy Company Limited Announcement Regarding Resolutions at the 3rd Meeting of the Third Session of the BoardThe board of directors and all directors of China Shenhua Energy Company Limited guarantee that the information set out in this announcement does not contain any false statements, misleading representations or material omissions, and severally and jointly accept responsibility
as to the truthfulness, accuracy and completeness of the content herein.
The 3rd meeting of the third session of the board of directors (the "Board") of China Shenhua Energy Company Limited (the "Company"), with written notice and meeting materials served on 14 October 2014, was held on site on 24 October 2014 at
22 Andingmen Xibinhe Road, Dongcheng District, Beijing. Nine out of the nine eligible directors attended the meeting in person, and all members of the supervisory committee were in-attendance at the meeting. The convening of the meeting was in compliance with relevant laws including the Company Law, administrative regulations and departmental rules and the Articles of Association of China Shenhua Energy Company Limited.
The meeting was chaired by Chairman Zhang Yuzhuo. The following resolutions were passed after due consideration of the participating directors:
The Board considered and approved:
1. the proposal that the 2014 third quarterly report of the Company be passed with a written confirmation; and
2. the proposal that the committee comprising Dr. Zhang Yuzhuo, Dr. Ling Wen and Mr. Han Jianguo, all being directors of the Company, be authorized to make any amendments as it may consider appropriate or necessary to the content of the
2014 third quarterly report, and make disclosure in accordance with the applicable domestic and overseas listing rules.
Voting result: 9 ballots carrying voting rights, 9 assenting votes, 0 dissenting vote,
0 abstained vote.
Please refer to the 2014 third quarterly report published on the date of this announcement for details.
The Board considered and approved:
1. the proposal that adoption of new and amended accounting standards by the
Company be passed.
2. the proposal that making alterations and amendments to opening balances of related accounting items and corresponding amounts in accordance with new accounting standards be passed.
1
3. the proposal that the committee comprising Dr. Zhang Yuzhuo, Dr. Ling Wen and Mr. Han Jianguo, all being directors of the Company, be authorized to make disclosure of retrospective adjustments pursuant to applicable requirements of regulatory authorities.
All independent non-executive directors of the Company confirmed that: The changes in the accounting policies of the Company due to adoption of new accounting standards were made pursuant to requirements of new and amended accounting standards for business enterprises issued by the Ministry of Finance. The related procedures regarding changes in accounting policies are in compliance with relevant laws and regulations and regulatory requirements for listing companies, without damaging any interests of the Company and the shareholders as a whole and the minority shareholders as a separate class.
Voting result: 9 ballots carrying voting rights, 9 assenting votes, 0 dissenting vote,
0 abstained vote.
Please refer to the "Announcement on Adoption of New and Amended Accounting Standards" published in Chinese on the date of this announcement for details.
The Board considered and approved:
1. the proposal that the transfer of 100% equity interest in Shenhua Hong Kong International Trading Limited to Shenhua Trading Group Limited (the "Trading Group") by the Company at the consideration of RMB 149,501,900 (subject to the actual calculation according to the exchange rate on the completion date) paid by the Trading Group in the form of equity be passed.
2. the proposal that entering into the equity transfer agreement with the Trading
Group be passed.
3. the proposal that the committee comprising Dr. Zhang Yuzhuo, Dr. Ling Wen and Mr. Han Jianguo, all being directors of the Company, be authorized to handle specific matters relating to the transaction, including but not limited to executing relevant agreements and going through procedures for changes in registration with competent administration of industry and commerce.
Voting result: 9 ballots carrying voting rights, 9 assenting votes, 0 dissenting vote,
0 abstained vote.
By order of the Board of Directors
China Shenhua Energy Company Limited
Huang Qing
Secretary to the Board of Directors
24 October 2014
2
Stock Code: 601088 Stock Short Name: China Shenhua No. of Announcement: Lin 2014-066
China Shenhua Energy Company Limited Announcement Regarding Online Discussion Forum for InvestorsThe board of directors and all directors of China Shenhua Energy Company Limited guarantee that the information set out in this announcement does not contain any false statements, misleading representations or material omissions, and severally and jointly accept responsibility
as to the truthfulness, accuracy and completeness of the content herein.
The third quarterly report for the year 2014 of Chna Shenhua Energy Company Limited (the Company) will be disclosed at 25 October 2014. In order to address investors' questions, the Company will hold an online discussion forum named "China Shenhua Online Discussion Forum for Investors" via the "e-interaction" platform of the Shanghai Stock Exchange on 31 October 2014, and all investors are welcome to participate. Details of the discussion forum are as follows:
1. Time: 3:30pm to 4:30pm on 31 October 2014
2. Staff members of the Company: the secretary to the board of directors, Investor Relations Department and other staff members concerned
3. Method: to participate in the discussion, investors may sign up and log in the "e-interaction" platform of the Shanghai Stock Exchange (website: http://sns.sseinfo.com) and then click the link for "China Shenhua Online Discussion Forum for Investors" under "SSE e Forum" on the homepage. Investors may submit their questions concerned online in advance.
4. Enquiry hotline: 010-5813 1088, 5813 3355
By order of the Board
China Shenhua Energy Company Limited
Huang Qing
Secretary to the Board of Directors
24 October 2014
1
|
distributed by
|
