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.
第一太平有限公司(Incorporated with limited liability under the laws of Bermuda)
Website: http://www.firstpacific.com
(Stock Code: 00142) SPECIAL GENERAL MEETING HELD ON 19 OCTOBER 2016 POLL RESULTSReference is made to the notice of a special general meeting (the "SGM") of First Pacific Company Limited (the "Company") and the circular of the Company (the "Circular") both dated 28 September 2016. Unless otherwise defined in this announcement or the context otherwise requires, capitalized terms used in this announcement shall have the same meanings as those defined in the Circular.
At the SGM held at Jasmine-Peacock Room, 1st Floor, Mandarin Oriental Hong Kong, 5 Connaught Road Central, Hong Kong on Wednesday, 19 October 2016 at 10:30 a.m., a poll was demanded by the Chairman of the SGM for voting on the ordinary resolution to approve the Implementation Agreement and the transactions contemplated thereunder, as set out in the SGM Notice.
The resolution set out in the SGM Notice was voted on by poll and was duly passed by the shareholders of the Company (the "Shareholders") as an ordinary resolution. The vote-taking at the SGM was scrutinized by Computershare Hong Kong Investor Services Limited, the Company's Hong Kong Branch Share Registrar. The poll results in respect of the ordinary resolution were as follows:
Ordinary Resolution | Number of Votes (%) | |
For | Against | |
(a) To approve, confirm and ratify the entering | 1,605,267,860 | 78,084,104 |
into of the Implementation Agreement and the | (95.361392%) | (4.638608%) |
transactions contemplated thereunder; and | ||
(b) To authorize any one or more directors of | ||
the Company to do all such acts and things | ||
and execute all such documents, instruments | ||
and agreements for and on behalf of the | ||
Company as he/she/they may consider | ||
necessary, appropriate, desirable or expedient | ||
to give effect to or in connection with the | ||
implementation of and giving effect to the | ||
Implementation Agreement and the transactions | ||
contemplated thereunder. | ||
As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. |
As at the date of the SGM, the total issued share capital of the Company was US$42,794,550.08 divided into 4,279,455,008 ordinary shares of US$0.01 each in the capital of the Company. As disclosed on page 11 of the Circular, Salerni International Limited, First Pacific Investments Limited and First Pacific Investments (B.V.I.) Limited, all being associates of Mr. Anthoni Salim, who has a material interest in the Implementation Agreement and the transactions contemplated thereunder, and which in aggregate held 1,925,474,957 shares of the Company, representing approximately 45.0% of the total issued share capital of the Company as at the date of the SGM, have abstained from voting on the ordinary resolution at the SGM.
Except as disclosed above, none of the other Shareholders was required under the Listing Rules to abstain from voting at the SGM and there were no shares entitling the Shareholders to attend and abstain from voting in favour of the ordinary resolution at the SGM. Accordingly, the total number of shares entitling the Shareholders to attend and vote for or against the resolution proposed at the SGM was 2,353,980,051 ordinary shares, representing approximately 55.0% of the total issued share capital of the Company as at the date of the SGM. No Shareholder had indicated in the Circular that they intended to vote against or to abstain from voting on the ordinary resolution at the SGM.
By Order of the Board
First Pacific Company Limited Nancy L.M. Li
Company Secretary
Hong Kong, 19 October 2016
Principal Office: Registered Office:
24th Floor Canon's Court
Two Exchange Square 22 Victoria Street
8 Connaught Place Hamilton HM12
Central, Hong Kong Bermuda
As at the date of this announcement, the Board of Directors of the Company comprises the following Directors:
Executive Directors:Manuel V. Pangilinan, Managing Director and CEO
Edward A. Tortorici Robert C. Nicholson
Non-executive Directors: Anthoni Salim, Chairman Benny S. Santoso
Tedy Djuhar
Ambassador Albert F. del Rosario
Independent Non-executive Directors: Prof. Edward K.Y. Chen, GBS, CBE, JP Margaret Leung Ko May Yee, SBS, JP Philip Fan Yan Hok
Madeleine Lee Suh Shin
First Pacific Company Limited published this content on 19 October 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 19 October 2016 04:14:01 UTC.
Original documenthttp://www.firstpacific.com/media/normal/15872_LTN20161019172.pdf
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