SJM 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.
POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 18 JUNE 2015
The Board of the Company is pleased to announce that all the Resolutions proposed at the AGM
were duly passed by way of poll.
The board of directors (the "Board") of SJM Holdings Limited (the "Company") is pleased to announce that all resolutions as set out in the notice of annual general meeting held on 18 June
2015 (the "AGM") dated 1 April 2015 (the "Resolutions") were approved by shareholders of the
Company at the AGM by way of poll.
Prior to voting on the Resolutions, the motion to choose Dr. So Shu Fai, the Executive Director and Chief Executive Officer of the Company, as Chairman of the AGM was approved by the shareholders of the Company by way of poll (3,827,877,523 shares (99.999451%) voting in favour and 21,000 shares (0.000549%) against).
The number of shares and percentages represented by votes for and against each of the
Resolutions are set out as follows:
ORDINARY RESOLUTIONS | Number of votes (%) | ||
ORDINARY RESOLUTIONS | For | Against | |
1. | To receive and adopt the audited financial statements and the reports of the directors and auditor of the Company and its subsidiaries for the year ended 31 December 2014. | 4,717,698,112 (99.981367%) | 879,220 (0.018633%) |
1. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||
2. | To declare a final dividend of HK62 cents per ordinary share for the year ended 31 December 2014 to the shareholders of the Company. | 4,718,580,332 (100.000000%) | 0 (0.000000%) |
2. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. |
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ORDINARY RESOLUTIONS | Number of votes (%) | ||
ORDINARY RESOLUTIONS | For | Against | |
3. | (i) To re-elect Dr. Ho Hung Sun, Stanley as an executive director. | 4,644,601,338 (98.531898%) | 69,203,463 (1.468102%) |
3. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||
3. | (ii) To re-elect Mr. Shum Hong Kuen, David as an executive director. | 4,706,635,650 (99.747112%) | 11,932,682 (0.252888%) |
3. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||
3. | (iii) To re-elect Hon. Shek Lai Him, Abraham as an independent non-executive director. | 4,405,328,478 (93.678405%) | 297,279,854 (6.321595%) |
3. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||
3. | (iv) To re-elect Mr. Tse Hau Yin as an independent non-executive director. | 4,641,168,247 (98.693699%) | 61,430,085 (1.306301%) |
3. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||
4. | To authorise the board of directors of the Company to fix the remuneration for each of the directors of the Company. | 4,717,300,304 (99.974305%) | 1,212,399 (0.025695%) |
4. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||
5. | To re-appoint Messrs. Deloitte Touche Tohmatsu, Certified Public Accountants, as the auditor of the Company and authorise the board of directors of the Company to fix their remuneration. | 4,713,617,779 (99.894830%) | 4,962,553 (0.105170%) |
5. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||
6. | To grant an unconditional mandate to the directors of the Company to grant options under the share option scheme and to allot and issue shares of the Company as and when any options which have been granted prior to the date of this resolution or may be granted under the share option scheme are exercised in the manner as described in the circular of the Company dated 1 April 2015. | 4,335,527,993 (91.885626%) | 382,868,339 (8.114374%) |
6. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. | ||
7. | To grant an unconditional mandate to the directors of the Company to purchase the shares of the Company in the manner as described in the circular of the Company dated 1 April 2015. | 4,718,506,953 (99.999878%) | 5,750 (0.000122%) |
7. | As more than 50% of the votes were cast in favour of the resolution, the resolution was duly passed as an ordinary resolution. |
The total number of shares entitling the holders to attend and vote for or against the Resolutions at the AGM was 5,656,729,293 shares. There were no restrictions on any shareholders to cast votes on any of the Resolutions at the AGM.
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Computershare Hong Kong Investor Services Limited, the Company's share registrar, acted as scrutineer for the vote-taking at the AGM.
Hong Kong, 18 June 2015
By order of the Board SJM Holdings Limited Kwok Shuk Chong Company Secretary
As at the date of this announcement, the executive directors of the Company are Dr. Ho Hung Sun, Stanley, Dr. So Shu Fai, Mr. Ng Chi Sing, Dr. Rui José da Cunha, Mr. Fok Tsun Ting, Timothy, Deputada Leong On Kei, Angela and Mr. Shum Hong Kuen, David, the non-executive director of the Company is Dr. Cheng Kar Shun and the independent non-executive directors of the Company are Mr. Chau Tak Hay, Dr. Lan Hong Tsung, David, Hon. Shek Lai Him, Abraham and Mr. Tse Hau Yin.
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