ESPRIT HOLDINGS 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.
(Incorporated in Bermuda with limited liability)
(Stock Code: 00330)The Directors of Esprit Holdings Limited (the 'Company') are pleased to announce that at the Annual General Meeting of the Company held on 2 December 2015, all resolutions put to vote by the shareholders were duly passed.
Set out below are the poll results in respect of the resolutions passed at the Annual General Meeting of the Company:
Resolutions | Number of Votes (%) | |||
For | Against | |||
1. | To receive and consider the audited consolidated financial statements and the Reports of the Directors and Auditor of the Group for the year ended 30 June 2015 . | 1,476,770,452 99.998 % | 31,102 0.002 % | |
As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution. | ||||
2.(a) | (i) | To re-elect Mr Jose Manuel Martínez Gutiérrez as Director. | 1,461,909,711 98.990 % | 14,912,817 1.010 % |
As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution. | ||||
(ii) | To re-elect Mr Paul Cheng Ming Fun as Director. | 1,468,805,853 99.457 % | 8,020,275 0.543 % | |
As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution. | ||||
(iii) | To re-elect Dr José María Castellano Ríos as Directo r. | 1,476,791,126 99.998 % | 31,402 0.002 % | |
As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution. | ||||
2.(b) | To authorise the Board to fix the Directors' fees. | 1,476,640,618 99.988 % | 180,260 0.012 % | |
As more than 50 % of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution. | ||||
3. | To re-appoint Messrs. PricewaterhouseCoopers as Auditor and authorise the Directors to fix their remuneration. | 1,475,980,816 99.943 % | 841,874 0.057 % | |
As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution. | ||||
Resolutions | Number of Votes (%) | ||
For | Against | ||
4. | To grant a general mandate to the Directors to purchase shares not exceeding 10 per cent. of the issued share capital of the Company as at the date of passing of the resolution. | 1,476,636,411 99.987 % | 186,279 0.013 % |
As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution. | |||
5. | Subject to restriction on discount and restriction on refreshment as stated in the circular to the shareholders of the Company dated 28 October 2015 , to grant a general mandate to the Directors to allot, issue and deal with additional shares not exceeding 5 per cent. of the issued share capital of the Company as at the date of passing of the resolution. | 1,456,843,709 98.647 % | 19,978,381 1.353 % |
As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution. | |||
Notes:
Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as defined in the circular to the shareholders of the Company dated 28 October 2015 .
As at the date of the Annual General Meeting, the total number of issued shares in the Company was 1,944,174, 562 shares, which was the total number of shares entitling the holders to attend and vote for or against the resolutions at the Annual General Meeting. (i) None of these 1 ,944 ,174,562 shares were shares entitling the holders to attend and abstain from voting in favour on any of the resolutions at the Annual General Meeting as set out in Rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the 'Listing Rules'); nor (ii) shares of holders that were required to attend and abstain from voting under the Listing Rules.
Tricor Secretaries Limited, the Company's branch share registrar in Hong Kong, was appointed as the scrutineer for the vote- taking at the Annual General Meeting.
By Order of the Board Florence Ng Wai Yin Company Secretary
Hong Kong, 2 December 2015
As at the date of this announcement, the Board comprises (i ) Mr Jose Manuel Martínez Gutiérrez (Group Chief Executive Officer) and Mr Thomas Tang Wing Yung (Group Chief Financial Officer) as Executive Directors; (ii ) Mr Jürgen Alfred Rudolf Friedrich as Non-executive Director; and (iii ) Dr Raymond Or Ching Fai (Chairman), Mr Paul Cheng Ming Fun (Deputy Chairman), Dr José María Castellano Ríos, Mr Alexander Reid Hamilton, Mr Carmelo Lee Ka Sze and Mr Norbert Adolf Platt as Independent Non-executive Directors.
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