ZIJIN MINING GROUP COMPANY LIMITED The Board is pleased to announce that all the resolutions proposed to be approved at the Second Extraordinary General Meeting in 2016, the Second A Shareholders' Class Meeting in 2016 and the Second H Shareholders' Class Meeting in 2016 were duly approved by the independent shareholders attending the Second Extraordinary General Meeting in 2016, the Second A Shareholders' Class Meeting in 2016 and the Second H Shareholders' Class Meeting in 2016.
Reference is made to the notices of the Second Extraordinary General Meeting in 2016 and the Second H Shareholders' Class Meeting in 2016 dated 11 July 2016 and the revised notice of the Second Extraordinary General Meeting in 2016 dated 10 August 2016 of Zijin Mining Group Co., Ltd.* (the "Company"). At the Second Extraordinary General Meeting in 2016 (the "EGM"), the Second A Shareholders' Class Meeting in 2016 (the "A Shareholders' Class Meeting") and the Second H Shareholders' Class Meeting in 2016 (the "H Shareholders' Class Meeting") of the Company held at the conference room at 10/F., Airport Hotel of Zijin Mining Group (Xiamen) Investment Co., Ltd., 128 Xiangyun 3rd Road, Huli District, Xiamen City, Fujian Province, the People's Republic of China (the "PRC") on 25 August 2016 at 9 a.m., 11 a.m. and 11:30 a.m. respectively, the following resolutions voted by poll in accordance with the Company's articles of association were duly approved by the independent shareholders attending the EGM, the A Shareholders' Class Meeting and the H Shareholders' Class Meeting, and the board of directors of the Company (the "Board") is pleased to announce the poll results of the resolutions as follows:
EGMResolutions | No. of valid votes For (% of total valid votes cast) | No. of valid votes Against (% of total valid votes cast) | No. of valid votes Abstain (% of total valid votes cast) | Total valid votes | |
1. | Special Resolution: "To consider | 8,127,110,855 | 2,386,850 | 2,228,000 | 8,131,725,705 |
and approve Phase 1 of the Employee Stock Ownership Scheme of the Company (Draft) and its summary" was approved; | (99.943249%) | (0.029352%) | (0.027399%) | (100%) | |
2. | Special Resolution: "To consider and approve the formulation of the Administrative Policy of the Employee Stock Ownership Scheme of the Company" was approved; | 8,127,120,955 (99.943373%) | 2,376,750 (0.029228%) | 2,228,000 (0.027399%) | 8,131,725,705 (100%) |
3. | Special Resolution: "To consider and approve the authorisation to the Board to handle all the matters relating to the current Employee Stock Ownership Scheme" was approved; | 8,240,872,315 (99.944132%) | 2,378,550 (0.028847%) | 2,228,000 (0.027021%) | 8,245,478,865 (100%) |
4. | Special Resolution: "To consider and approve the satisfaction of the conditions for the Non-public Issuance of A Shares of the Company" was approved; | 8,240,153,765 (99.935418%) | 3,097,100 (0.037561%) | 2,228,000 (0.027021%) | 8,245,478,865 (100%) |
5. | Special Resolution: "To consider and approve the Proposal on the Non-public Issuance of A Shares of the Company" (the following resolutions to be voted item by item) was approved; | ||||
5.01 | Class and nominal value of the shares to be issued were approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
5.02 | Methods and time of issuance were approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
5.03 | Issuing objects and methods of subscription were approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
5.04 | Subscription price and pricing principles were approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
5.05 | Number of shares to be issued was approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
5.06 | Lock-up period was approved; | 2,454,981,625 | 3,162,900 | 2,228,000 | 2,460,372,525 |
(99.780891%) | (0.128554%) | (0.090555%) | (100%) | ||
5.07 | Use of proceeds raised was approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
5.08 | Proposal for arrangement of the accumulated distributable profits before the Non-public Issuance of A Shares was approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
5.09 | Listing place of the shares was approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
5.10 | Validity period of the resolutions was approved; | 2,454,981,625 (99.780891%) | 3,162,900 (0.128554%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
6. | Special Resolution: "To consider and approve the Plan for the Non-public Issuance of A Shares of the Company" was approved; | 2,455,047,425 (99.783565%) | 3,097,100 (0.125880%) | 2,228,000 (0.090555%) | 2,460,372,525 (100%) |
7. | Ordinary Resolution: "To consider and approve the Feasibility Report on the Use of Proceeds Raised in the Non-public Issuance of A Shares" was approved; | 8,240,153,765 (99.935418%) | 3,097,100 (0.037561%) | 2,228,000 (0.027021%) | 8,245,478,865 (100%) |
8. | Ordinary Resolution: "To consider and approve not to produce a report on the use of proceeds previously raised" was approved; | 8,213,725,965 (99.614905%) | 29,516,500 (0.357972%) | 2,236,400 (0.027123%) | 8,245,478,865 (100%) |
9. | Special Resolution: "To consider and approve the connected transactions under the Non-public Issuance of A Shares" was approved; | 2,455,046,625 (99.783533%) | 3,078,600 (0.125127%) | 2,247,300 (0.091340%) | 2,460,372,525 (100%) |
10. | Special Resolution: "To consider and approve the Company to enter into a "Conditional Share Subscription Agreement for the Non-public Issuance of A Shares" with its controlling shareholder" was approved; | 2,456,538,275 (99.783664%) | 3,078,600 (0.125052%) | 2,247,300 (0.091284%) | 2,461,864,175 (100%) |
11. | Special Resolution: "To consider and approve the Company to enter | 8,126,540,355 (99.936233%) | 2,938,850 (0.036141%) | 2,246,500 (0.027626%) | 8,131,725,705 (100%) |
into a "Conditional Share Subscription Agreement for the Non-public Issuance of A Shares" with Phase 1 of the Employee Stock Ownership Scheme of the Company" was approved; | |||||
12. | Ordinary Resolution: "To consider and approve the dilutive impact of the Non-public Issuance of A Shares on immediate returns and the adoption of recovery measures" was approved; | 8,240,152,965 (99.935408%) | 3,079,400 (0.037347%) | 2,246,500 (0.027245%) | 8,245,478,865 (100%) |
13. | Ordinary Resolution: "To consider and approve the undertakings of the Directors and senior management of the Company in relation to the recovery measures for returns" was approved; | 8,240,294,615 (99.937126%) | 2,937,750 (0.035629%) | 2,246,500 (0.027245%) | 8,245,478,865 (100%) |
14. | Special Resolution: "To consider and approve the authorisation to the Board to handle all the matters relating to the Non-public Issuance of A Shares" was approved; | 8,240,152,965 (99.935408%) | 3,079,400 (0.037347%) | 2,246,500 (0.027245%) | 8,245,478,865 (100%) |
15. | Ordinary Resolution: "To consider and approve the satisfaction of the conditions for issuance of the Renewable Corporate Bonds of the Company" was approved; and | 8,241,319,415 (99.949555%) | 1,912,950 (0.023200%) | 2,246,500 (0.027245%) | 8,245,478,865 (100%) |
16. | Special Resolution: "To consider and approve issuance of the Renewable Corporate Bonds" (the following resolutions to be voted item by item) was approved; | ||||
16.01 | Size of issuance and face value were approved; | 8,241,319,415 (99.949555%) | 1,931,450 (0.023424%) | 2,228,000 (0.027021%) | 8,245,478,865 (100%) |
16.02 | Maturity was approved; | 8,241,329,515 (99.949677%) | 1,921,350 (0.023302%) | 2,228,000 (0.027021%) | 8,245,478,865 (100%) |
Zijin Mining Group Company Ltd. published this content on 25 August 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 25 August 2016 12:54:03 UTC.
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