FIRST TRACTOR COMPANY 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.
(a joint stock company incorporated in The People's Republic of China with limited liability)
RESULTS OF THE 2015 ANNUAL GENERAL MEETING, H SHARES CLASS MEETING AND A SHARES CLASS MEETING ALL HELD ON 27 MAY 2016The board (the "Board") of directors (the "Directors") of First Tractor Company Limited (the "Company") confirms that there are no false representations, misleading statements or material omissions in this announcement, and individually and collectively accept the responsibility for the truthfulness, accuracy and completeness of the contents contained herein.
Unless otherwise indicated, capitalized terms used herein shall have the same meanings as those defined in the circular of the Company dated 11 April 2016.
RESULTS OF THE AGM, H SHARES CLASS MEETING AND A SHARES CLASS MEETINGThe Company held its AGM and the respective Class Meetings for holders of H Shares and A Shares (collectively, the "Meetings") at No. 154 Jianshe Road, Luoyang, Henan Province, the PRC on 27 May 2016. Poll voting was demanded by the chairman of the Meetings in relation to the proposed resolutions as set out in the notices of the Meetings all dated 11 April 2016.
As at the date of the Meetings, (i) the issued share capital of the Company was RMB995,900,000 comprising 593,910,000 A Shares and 401,990,000 H Shares; (ii) Shareholders holding a total of 995,900,000 Shares of the Company were entitled to attend and vote for or against or abstain from voting on each of the resolutions at the AGM; and (iii) holders of 593,910,000 A Shares and 401,990,000 H Shares were entitled to attend and vote for or against or abstain from voting on the resolution at the respective Class Meetings for holders of A Shares and H Shares. There were no Shares entitling the holders to attend and vote only against the resolutions at each of the Meetings.
ShineWing Certified Public Accountants, certified public accountants in the PRC, was the scrutineer for the vote-taking at each of the Meetings. The shareholder representative of the Company, Commerce & Finance Law Offices, the Company's PRC lawyer, and a staff representative supervisor of the Company were appointed as the counters and scrutineers for the vote-taking at each of the Meetings.
All resolutions were duly passed at each of the Meetings and the poll results were as follows:
For the AGM:ORDINARY RESOLUTIONS | Number of Votes (%) | |||
For | Against | Abstention | ||
1. | To consider and approve the report of the Board of the | 483,483,364 | 0 | 910,000 |
Company for the year 2015. | Shares | Share | Shares | |
(99.812%)** | (0%)** | (0.188%)** | ||
2. | To consider and approve the report of the supervisory | 483,483,364 | 0 | 910,000 |
committee of the Company for the year 2015. | Shares | Share | Shares | |
(99.812%)** | (0%)** | (0.188%)** | ||
3. | To consider and approve the audited financial report of | 483,483,364 | 0 | 910,000 |
the Company for the year 2015. | Shares | Share | Shares | |
(99.812%)** | (0%)** | (0.188%)** | ||
4. | To consider and approve the dividend distribution | 483,483,364 | 0 | 910,000 |
proposal of the Company for the year ended 31 | Shares | Share | Shares | |
December 2015. | (99.812%)** | (0%)** | (0.188%)** | |
5. | To consider and approve the re-appointment of | 483,483,364 | 0 | 910,000 |
ShineWing Centified Public Accountants as the auditor | Shares | Share | Shares | |
of the Company's financial report and the internal | (99.812%)** | (0%)** | (0.188%)** | |
control auditor for the year 2016, and to authorize the | ||||
Board of the Company to decide its remuneration with | ||||
reference to the 2015 remuneration standard. | ||||
6. | To consider and approve the resolution in relation to | 483,483,364 | 0 | 910,000 |
provision of guarantees by the Company for dealers of | Shares | Share | Shares | |
agricultural machinery products under the brand name | (99.812%)** | (0%)** | (0.188%)** | |
of "Dong Fanghong". | ||||
7. | To consider and approve the resolution in relation | 483,483,364 | 0 | 910,000 |
to provision of guarantees by the Company for | Shares | Share | Shares | |
subsidiaries, YTO (Luoyang) Transporting Machinery | (99.812%)** | (0%)** | (0.188%)** | |
Company Limited, YTO ( Luoyang) Shentong | ||||
Engineering Machinery Company Limited, YTO | ||||
(France) Agricultural Equipment Company Limited and | ||||
Luoyang Changxing Agricultural Machinery Company | ||||
Limited. | ||||
SPECIAL RESOLUTION | Number of Votes (%) | |||
For | Against | Abstention | ||
1. | To consider and approve the resolution in relation to | 483,483,364 | 0 | 910,000 |
the grant of general mandate to repurchase H Shares to | Shares | Share | Shares | |
the Board. | (99.812%)** | (0%)** | (0.188%)** | |
(Please refer to the notice of AGM dated 11 April 2016 | ||||
for the full text of this resolution.) | ||||
** The percentage of voting Shares is based on the total number of Shares held by the Shareholders who voted at the AGM in person or by proxy.
For the Class Meeting for Holders of H Shares:SPECIAL RESOLUTION | Number of Votes (%) | |||
For | Against | Abstention | ||
1. | To consider and approve the resolution in relation to | 39,263,564 | 0 | 910,000 |
the grant of general mandate to repurchase H Shares to | Shares | Share | Shares | |
the Board. | (97.735%)*** | (0%)*** | (2.265%)*** | |
(Please refer to the notice of Class Meeting for holders | ||||
of H Shares dated 11 April 2016 for the full text of this | ||||
resolution.) | ||||
*** The percentage of voting H Shares is based on the total number of H Shares held by the holders of H Shares who voted at the Class Meeting for holders of H Shares in person or by proxy.
First Tractor Company Limited published this content on 27 May 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 27 May 2016 12:15:07 UTC.
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