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Dalian Port (PDA) Company Limited*(a sino-foreign joint stock limited company incorporated in the People's Republic of China)
(Stock Code: 2880) RESIGNATION OF DIRECTOR AND NOMINATION OF DIRECTOR CANDIDATE
The Board hereby announces that Mr. Zhu Shiliang ("Mr. Zhu") has resigned as an executive director of the Company with effect from 10 July 2014. Mr. Zhu will also cease to be a member of the Strategy Development Committee of the Board and the deputy general manager of the Company with effect from the same date.
The Board further announces that Mr. Dong Yanhong has been nominated as a director candidate for election as a non-executive director of the Company at the EGM to be held on 31 July 2014.
The Board of directors (the "Board") of Dalian Port (PDA) Company Limited (the "Company") hereby announces that Mr. Zhu Shiliang ("Mr. Zhu") has tendered his resignation as an executive director of the Company with effect from 10 July 2014 due to his commitment to other work. Mr. Zhu will also cease to be a member of the Strategy Development Committee of the Board and the deputy general manager of the Company with effect from the same date.
Mr. Zhu has also withdrawn his offering himself for the proposed re-election as executive director of the Company at the extraordinary general meeting to be held on
31 July 2014 (the "EGM"). Accordingly, the Board has resolved that Ordinary
Resolution 1(C) contained in the notice of EGM (the "EGM Notice") dated 13 June
2014 in respect of the proposed re-election of Mr. Zhu will be withdrawn, and will not
be submitted to the EGM for shareholders' approval.
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Mr. Zhu has confirmed that he has no disagreement with the Board and there is no matter relating to his resignation that needs to be brought to the attention of the shareholders of the Company.
The Board would like to take this opportunity to express its sincere appreciation to Mr. Zhu for his contribution to the Company in the past.
On 11 July 2014, the Board received from Dalian Port Corporation Limited, the controlling Shareholder of the Company, a proposal in relation to the nomination of Mr. DongYanhong ("Mr. Dong") as a non-executive director of the Company. Accordingly, the Board has resolved that an additional ordinary resolution will be proposed at the EGM for shareholders' approve.
Biographical details of Mr. Dong are set out as follows:
Mr. Dong does not currently, nor did he in the past three years, hold any directorships in any listed companies. He does not currently hold any position with the Company or any of its subsidiaries either. Except for disclosed above, he does not have any relationship with any director, supervisor, senior management or substantial or controlling shareholders of the Company. As at the date of this announcement, Mr. Dong does not have any interests in the any interest in the securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571
of the Laws of Hong Kong).
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Save as disclosed above, there is no other information that is required to be disclosed pursuant to Rule 13.51(2) of the Rules Governing the Listing Of Securities on The Stock Exchnge of Hong Long Limited (the "Listing Rules") nor are there any matters that need to be brought to the attention of the Shareholders of the Company in relation to the proposed appointment of Mr. Dong.
Subject to the approval of the Shareholders on his appointment at the EGM, the Company will enter into a service contract with Mr. Dong, in respect of his service to the Company stating, among other things, the annual remuneration (if any) and the length of service.
Due to the above disclosed withdrawal of Mr. Zhu from the election process as executive director of the Company and nomination of Mr. Dong as a non-executive director, a supplemental notice of the EGM and a revised proxy form will be despatched to the Shareholders as soon as practicable in accordance with the requirements of the Articles of Association of the Company and the Listing Rules.
By order of the Board
Joint Company Secretaries
Dalian City, Liaoning Province, the PRC
11 July 2014
As at the date of this announcement, the Directors of the Company are:
Executive Directors: HUI Kai, XU Song and SU Chunhua
Non-executive Directors: XU Jian and ZHANG Zuogang
Independent non-executive Directors: LIU Yongze, GUI Liyi, WAN Kam To, Peter and YU Long
*The Company is registered as Non-Hong Kong company under Part XI of the previous Companies
Ordinance (equivalent to Part 16 of the Companies Ordinance with effect from 3 March 2014) under
the English name "Dalian Port (PDA) Company Limited".
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