INTEGRATED WASTE SOLUTIONS GROUP 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 par t of the contents of this announcement.
Integrated Waste Solutions Group Holdings Limited
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(Incorporated in the Cayman Islands with limited liability, stock code: 923)
POLL RESULTS OF ANNUAL GENERAL MEETING HELD ON
5 SEPTEMBER 2014
Reference is made to the notice of annual general meeting (the "AGM Notice") of Integrated Waste Solutions Group Holdings Limited (the "Company") and the relevant circular (the "AGM Circular") of the Company both dated 30 July 2014. Capitalized terms used in this announcement shall have the same meanings as those defined in the AGM Circular unless stated otherwise.
The board of directors (the "Board") of the Company is pleased to announce that at the annual general meeting (the "AGM") of the Company held on 5
September 2014 at 10:00 a.m., all the proposed ordinar y resolutions as set out in the AGM Notice were duly passed by the Shareholders by way of poll. The poll results in respect of all the ordinar y resolutions proposed at the AGM are as follows:
* for identification purpose only
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Ordinar y Resolutions | Number of Shares voted | ||
Ordinar y Resolutions | For (approximate %) | Against (approximate %) | |
1. | To consider and receive the audited consolidated financial statements of the Company and the repor ts of the directors of the Company and auditor of the Company for the year ended 31 March 2014. | 533,098,490 (87.9410%) | 73,102,000 (12.0590%) |
2. | To re-elect Mr. Suen Wing Yip, a retiring director, as an executive director of the Company. | 606,196,490 (99.9993%) | 4,000 (0.0007%) |
3. | To re-elect Mr. To Chun Wai, a retiring director, as an executive director of the Company. | 606,196,490 (99.9993%) | 4,000 (0.0007%) |
4. | To re-elect Mr. Tsang On Yip, Patrick, a retiring directo r, as a non-executive director of the Company. | 606,196,490 (99.9993%) | 4,000 (0.0007%) |
5. | To re-elect Mr. Chow Shiu Wing, Joseph, a retiring director, as an independent non-executive director of the Company. | 606,196,490 (99.9993%) | 4,000 (0.0007%) |
6. | To re-elect Mr. Wong Man Chung , Francis, a retiring director, as an independent non-executive director of the Company. | 533,254,490 (87,9667%) | 72,946,000 (12.0333%) |
7. | To authorize the Board of the Company to fix the respective directors' remuneration. | 606,180,490 (99.997%) | 18,000 (0.0030%) |
8. | To appoint KPMG as the auditor of the Company and to authorize the Board of the Company to fix the auditor's remuneration. | 606,196,490 (99.9997%) | 2,000 (0.0003%) |
9. | To grant a general mandate to the directors of the Company to purchase the Company's shares not exceeding 10% of the aggregate nominal amount of the issued share capital of the Company as at the date of passing of this resolution. | 606,194,490 (99.9990%) | 6,000 (0.0010%) |
10. | To grant a general mandate to the directors of the Company to issue, allot and deal with additional shares of the Company not exceeding 20% of the aggregate nominal amount of the issued share capital of the Company as at the date of passing of this resolution. | 527,091,490 (86.9509%) | 79,103,000 (13.0491%) |
11. | To extend the general mandate granted to the directors of the Company to issue, allot and deal with additional shares in the capital of the Company by the aggregate nominal amount of shares repurchased by the Company. | 527,119,490 (86.9555%) | 79,075,000 (13.0445%) |
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As more than 50% of the votes were cast in favour of each of the above resolutions, all of the resolutions were duly passed as ordinar y resolutions.
As at the date of the AGM, the total number of ordinar y shares of HK$0.10 each (the "Shares") in issue was 2,411,167,000 Shares. The total number of Shares entitling the shareholders of the Company (the "Shareholders") to attend and vote for or against the ordinar y resolutions as stated in the AGM Notice was
2,411,167,000 Shares. There were no Shares entitling the Shareholders to attend and abstain from voting in favour of the ordinar y resolutions at the AGM 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"). To the best of the Directors' knowledge and belief, no Shareholders were required to abstain from voting on the above ordinar y resolutions.
Tricor Investor Ser vices Limited, the branch share registrar and transfer office of the Company in Hong Kong, was appointed as the scrutineer at the AGM for the purpose of vote-taking.
By order of the Board
Integrated Waste Solutions Group Holdings Limited
Cheng Chi Ming, Brian
Chairman
Hong Kong, 5 September 2014
As at the date of this announcement, the Board comprises four executive Directors, namely, Mr. Suen Wing Yip, Mr. Lau Sai Cheong, Mr. To Chun Wai and Mr. Tam Sui Kin, Chris; two non-executive Directors, namely, Mr. Cheng Chi Ming, Brian (Chairman) and Mr. Tsang On Yip, Patrick; and three independent non-executive Directors, namely, Mr. Nguyen Van Tu, Peter, Mr. Chow Shiu Wing, Joseph and Mr. Wong Man Chung, Francis.
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