e_A160844 1..7

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.

研 祥 智 能 科 技 股 份 有 限 公 司

EVOC Intelligent Technology Company Limited*

(a joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock code: 2308)

ANNOUNCEMENT OF

  1. POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 30 MAY 2016; AND

  2. RETIREMENT, RESIGNATION AND APPOINTMENT OF DIRECTORS

    The Board is pleased to announce that all the resolutions as set out in the AGM Notice were duly passed by way of poll at the AGM held on 30 May 2016.

    The Board hereby announces that, at the AGM:

    1. Mr. Ling Chun Kwok (''Mr. Ling'') has retired as an independent non-executive Director and chairman of audit committee of the Company;

    2. Mr. Zhu Jun (''Mr. Zhu'') has resigned as an executive Director and a member of the remuneration and review committee of the Company;

    3. Mr. Yu Tat Chi (''Mr. Yu'') has been appointed as an independent non-executive Director and the chairman of audit committee of the Company; and

    4. Mr. Geng Wen Qiang (''Mr. Geng'') has been appointed as an executive Director and a member of the remuneration and review committee of the Company,

    5. with effect from 30 May 2016 after the conclusion of the AGM.

      The Board would like to take this opportunity to express its gratitude to Mr. Ling and Mr. Zhu for their valuable contribution to the Board during their tenure and to extend its warm welcome to Mr. Yu and Mr. Geng on their appointment.

      Reference is made to the circular of EVOC Intelligent Technology Company Limited (the ''Company'') dated 13 April 2016 (the ''Circular'') and the notice of the annual general meeting (''AGM'') dated 13 April 2016 (the ''AGM Notice''). Unless the context otherwise required, terms used in this announcement shall have the same meanings as defined in the Circular.

      The board (the ''Board'') of directors (the ''Director'') of the Company is pleased to announce that all resolutions as set out in the AGM Notice were duly passed by way of poll at the AGM held on 30 May 2016.

      1. CONVENING AND ATTENDANCE OF THE AGM

        1. Convening of the AGM

          The AGM was held on Monday, 30 May 2016 at 10 : 30 a.m. at 20/F., EVOC Technology Building, No. 31 Gaoxinzhongsi Road, Nanshan District, Shenzhen, the PRC.

        2. Attendance of the AGM

          A poll was demanded by the chairman of the AGM for voting on the proposed resolutions as set out in the AGM Notice, and the resolutions were duly passed by the Shareholders by way of poll. As at the date of the AGM, the total number of Shares issued by the Company was 1,233,144,000, which comprised 308,352,000 overseas listed H Shares and 924,792,000 Domestic Shares. The total number of Shares entitling the Shareholders to attend and vote for or against the resolutions at the AGM was 1,233,144,000, representing 100% of the total issued share capital of the Company. None of the Shareholders entitled to attend is required to abstain from voting in favour of the resolutions at the AGM as set out in Rule 13.40 of the Listing Rules and no Shareholder is required under the Listing Rules to abstain from voting at the AGM.

          There was no restriction on the Shareholders casting votes on any of the proposed resolutions at the AGM.

        3. VOTING RESULTS OF THE AGM

          The poll results in respect of the resolutions proposed at the AGM and as set out in the AGM Notices are as follows:

          ORDINARY RESOLUTIONS

          Number of Votes (%)

          Total

          For

          Against

          1.

          To consider and approve the report of the Directors for the year ended 31 December 2015.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          2.

          To consider and approve supervisory committee for December 2015.

          the the

          report of year ended

          the 31

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          3.

          To consider and approve the audited financial statements and the report of the auditors of the Company for the year ended 31 December 2015.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          4.

          To consider and approve the making of appropriation to statutory surplus reserve fund and statutory public welfare fund for the year ended 31 December 2015.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          5.

          To consider and approve the re-appointment BDO Limited as auditors of the Company and to authorize the Board to fix their remunerations.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          6(a).

          To consider and approve the election of Mr. Yu Tat Chi as an independent non-executive Director and chairman of the audit committee of the Company.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          6(b).

          To consider and approve the election of Mr. Geng Wen Qiang as an executive Director.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          7.

          To authorize the Board to enter into, for and on behalf of the Company, a service contract with the newly elected Supervisor as representative of the Company's staff and as chairman of the supervisory committee upon such terms and conditions as the Board shall think fit and to do such acts and things to give effect to such matters.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          8.

          To consider and approve the proposed declaration and distribution of final dividend for the year ended 31 December 2015.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          As more than 50% of the votes (including proxies) were cast in favour of the above resolutions, the resolutions were duly passed as ordinary resolutions.

          SPECIAL RESOLUTIONS

          Number of Votes (%)

          Total

          For

          Against

          9.

          To give general mandate to the Board to exercise the powers to allot, issue and deal with additional shares of the Company and to make or grant offers, agreements and options which might require the exercise of such powers in connection with not exceeding 20% of each of the existing Domestic Shares and H Share (as the case may be) in issue at the date of passing this resolution, and to increase the registered capital and amend the Articles of Association of the Company to reflect such increase in the registered capital of the Company.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          10.

          To consider and approve the resolution in relation to the grant of a general mandate to the Board of the Company to issue debt financing instruments.

          929,042,000

          (100.00%)

          0

          (0.00%)

          929,042,000

          (100.00%)

          As more than two-thirds of the votes (including proxies) were cast in favour of the above resolutions, the resolutions were duly passed as special resolutions.

          The Company's H Share registrar and transfer office in Hong Kong, Tricor Abacus Limited, acted as the scrutineer at the AGM for the purpose of vote-taking.

        4. RETIREMENT, RESIGNATION AND APPOINTMENT OF DIRECTORS

          The Board also announces that:

          1. Retirement of independent non-executive Director

            Mr. Ling Chun Kwok (''Mr. Ling'') has retired as an independent non-executive Director and chairman of the audit committee of the Company with effect from 30 May 2016 after the conclusion of the AGM to devote more time to his other engagements. Mr. Ling confirmed that he has no claims whatsoever against the Company for fees, compensation for loss of office, remuneration, severance payments, pension, expenses or otherwise and 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 or the Stock Exchange.

          2. Resignation of executive Director

          3. Due to health reason, Mr. Zhu Jun (''Mr. Zhu'') has resigned as an executive Director and a member of the remuneration committee and review committee of the Company with effect from 30 May 2016 after the conclusion of the AGM. Mr. Zhu confirmed that he has no claims whatsoever against the Company for fees, compensation for loss of office, remuneration, severance payments, pension, expenses or otherwise and 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 or the Stock Exchange.

            The Board would like to take this opportunity to express its sincere gratitude to Mr. Ling and Mr. Zhu for their valuable contributions to the Company during their tenure of office.

        EVOC Intelligent Technology Co. Ltd. published this content on 30 May 2016 and is solely responsible for the information contained herein.
        Distributed by Public, unedited and unaltered, on 31 May 2016 02:06:01 UTC.

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