CK Infrastructure : Poll Results Of The Special General Meeting - Connected Transaction And Discloseable Transaction Formation Of A Joint Venture In Connection With The Proposed Acquisition Of All Of The Shares And Preferred Equity Certificates In Issue Of The Target (PDF)

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.

The CKA Board announces that the Independent Shareholders' Approval of CKA has been obtained at the CKA EGM.

The CKI Board announces that the Independent Shareholders' Approval of CKI has been obtained at the CKI SGM.

The CKA Board and the CKI Board jointly announce that as the Independent Shareholders' Approvals of each of CKA and CKI were obtained, subject to all closing conditions under the Sale and Purchase Agreement being satisfied or waived in accordance with the terms of that Agreement, the Joint Venture Transaction will proceed between CKA and CKI on the basis that they will indirectly hold the Target as to 65% and 35% respectively, following the completion of the Acquisition.

Reference is made to the joint announcement of CK Asset Holdings Limited (formerly known as Cheung Kong Property Holdings Limited) ("CKA"), CK Hutchison Holdings Limited and CK Infrastructure Holdings Limited dated 27 July 2017 (the "Joint Announcement"), the circular of CKA dated 20 September 2017 (the "CKA Circular") and the circular of CKI dated 20 September 2017 (the "CKI Circular") in relation to the Joint Venture Transaction and the Acquisition. Unless otherwise defined, capitalised terms used in this announcement shall have the same meanings as those defined in the Joint Announcement.

The board of directors of CKA (the "CKA Board") announces that the poll results in respect of the resolution proposed at the extraordinary general meeting of CKA held on 11 October 2017 (the "CKA EGM") are as follows:

Note: For the full text of the resolution, please refer to the notice of the CKA EGM dated 20 September 2017.

As at the date of the CKA EGM, the total number of CKA shares in issue was 3,697,498,500 shares.

As at the date of the CKA EGM, each of Mr. Li Ka-shing, Mr. Li Tzar Kuoi, Victor and the relevant entities under the Trust (as defined in the CKA Circular) and their respective associates which together held 1,164,801,060 shares in CKA (representing approximately 31.50% of the total issued share capital of CKA) were required to abstain, and had so abstained, from voting on the ordinary resolution at the CKA EGM. The total number of CKA shares entitling the holders to attend and vote in respect of the ordinary resolution at the CKA EGM was 2,532,697,440 shares. Save as disclosed above, no shareholder of CKA was required under the Listing Rules to abstain from voting on the ordinary resolution at the CKA EGM.

There were no CKA shares entitling the holders thereof to attend and abstain from voting in favour of the resolution at the CKA EGM pursuant to Rule 13.40 of the Listing Rules.

Computershare Hong Kong Investor Services Limited, the Hong Kong Share Registrar of CKA, acted as scrutineer for the poll at the CKA EGM.

The CKI Board announces that the poll results in respect of the resolution proposed at the special general meeting of CKI held on 11 October 2017 (the "CKI SGM") are as follows:

Note: For the full text of the resolution, please refer to the notice of the CKI SGM dated 20 September 2017.

As at the date of the CKI SGM, the total number of CKI shares in issue was 2,650,676,042 shares.

As at the date of the CKI SGM, CKHH (through its wholly-owned subsidiaries), the relevant entities under the Trust (as defined in the CKI Circular) and Mr. Li Tzar Kuoi, Victor's family interest which held 1,906,681,945 shares, 5,428,000 shares and 227,000 shares in CKI, respectively (representing approximately 71.93%, 0.2% and 0.01% of the total issued share capital of CKI respectively). CKHH's subsidiaries, the relevant entities under the Trust (as defined in the CKI Circular) and Mr. Li Tzar Kuoi, Victor's associates abstained from voting on the ordinary resolution at the CKI SGM. The total number of CKI shares entitling the holders to attend and vote in respect of the ordinary resolution at the CKI SGM was 738,339,097 shares. Save as disclosed above, no shareholder of CKI was required under the Listing Rules to abstain from voting on the ordinary resolution at the CKI SGM.

As stated in the announcement of CKI dated 23 February 2016, for so long as OVPH Limited ("OVPH") holds the 131,065,097 CKI shares which CKI issued to OVPH on 2 March 2016, OVPH will not exercise the voting rights attached thereto. As such, at the CKI SGM, OVPH did not exercise the voting rights attached to 131,065,097 CKI shares it held as at the date of the CKI SGM.

There were no CKI shares entitling the holders thereof to attend and abstain from voting in favour of the resolution at the CKI SGM pursuant to Rule 13.40 of the Listing Rules.

Computershare Hong Kong Investor Services Limited, the branch share registrar of CKI, acted as scrutineer for the poll at the CKI SGM.

The CKA Board and the CKI Board jointly announce that, as the Independent Shareholders' Approvals of each of CKA and CKI were obtained, subject to all closing conditions under the Sale and Purchase Agreement being satisfied or waived in accordance with the terms of that Agreement, the Joint Venture Transaction will proceed between CKA and CKI on the basis that they will indirectly hold the Target as to 65% and 35% respectively, following the completion of the Acquisition.

11 October 2017

As at the date of this announcement, the Directors of CKA are Mr. LI Ka-shing (Chairman), Mr. LI Tzar Kuoi, Victor (Managing Director and Deputy Chairman), Mr. KAM Hing Lam (Deputy Managing Director), Mr. IP Tak Chuen, Edmond (Deputy Managing Director), Mr. CHUNG Sun Keung, Davy, Mr. CHIU Kwok Hung, Justin, Mr. CHOW Wai Kam, Ms. PAU Yee Wan, Ezra and Ms. WOO Chia Ching, Grace as Executive Directors; and Mr. CHEONG Ying Chew, Henry, Mr. CHOW Nin Mow, Albert, Ms. HUNG Siu-lin, Katherine, Mr. YEH Yuan Chang, Anthony, Mr. Colin Stevens RUSSEL and Mr. Donald Jeffrey ROBERTS as Independent Non-executive Directors.

As at the date of this announcement, the Executive Directors of CKI are Mr. LI Tzar Kuoi, Victor (Chairman), Mr. KAM Hing Lam (Group Managing Director), Mr. IP Tak Chuen, Edmond (Deputy Chairman), Mr. FOK Kin Ning, Canning (Deputy Chairman), Mr. Andrew John HUNTER (Deputy Managing Director), Mr. CHAN Loi Shun (Chief Financial Officer), Ms. CHEN Tsien Hua and Mr. Frank John SIXT; the Non-executive Directors are Mr. CHEONG Ying Chew, Henry (Independent Non-executive Director), Mrs. KWOK Eva Lee (Independent Non-executive Director), Mrs. SNG Sow-mei alias POON Sow Mei (Independent Non-executive Director), Mr. Colin Stevens RUSSEL (Independent Non-executive Director), Mr. LAN Hong Tsung, David (Independent Non-executive Director), Mr. Barrie COOK (Independent Non-executive Director), Mr. Paul Joseph TIGHE (Independent Non-executive Director), Mrs. LEE Pui Ling, Angelina and Mr. George Colin MAGNUS; and the Alternate Directors are Mrs. CHOW WOO Mo Fong, Susan (Alternate Director to Mr. FOK Kin Ning, Canning), Mr. MAN Ka Keung, Simon (Alternate Director to Mr. IP Tak Chuen, Edmond) and Ms. Eirene YEUNG (Alternate Director to Mr. KAM Hing Lam).