NANJING SAMPLE TECHNOLOGY COMPANY LIMITED Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited (the "Stock Exchange") takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims 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 limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 1708)
POLL RESULTS OF EXTRAORDINARY GENERAL MEETING
HELD ON 29 MARCH 2021
POLL RESULTS OF THE EGM
At the extraordinary general meeting of Nanjing Sample Technology Company Limited (the "Company") held on Monday, 29 March 2021 (the "EGM"), the proposed resolution as set out in the notice of the EGM dated 4 March 2021 were taken by poll. Terms used herein shall have the same meaning as those defined in the circular of the Company dated 4 March 2021 (the "Circular") and the notice of the EGM dated 4 March 2021 unless the context requires otherwise.
BDO China Shu Lun Pan Certified Public Accountants LLP was appointed as the scrutineer at the EGM for the purpose of vote-taking. The poll results of the resolution are as follows:
Ordinary Resolution | Number of votes cast and approximate percentage of total number of votes cast | Total number of votes cast | |
For | Against | ||
To approve, confirm and ratify: (a) the creditor's rights transfer agreement dated 28 January 2021 (the "Creditor's Rights Transfer Agreement I") entered into between the Company and Nanjing Sample Technology Group Company Limited ("Sample Group") and the creditor's rights transfer agreement dated 28 January 2021 (the "Creditor's Rights Transfer Agreement II") entered into between the Jiangsu Intellitrans Company Limited, a wholly owned subsidiary of the Company and Sample Group, and the terms and conditions thereof and the transactions contemplated thereunder; and | 41,792,500 (100%) | 0 (0%) | 41,792,500 |
Ordinary Resolution
Number of votes cast and approximate percentage of total number of votes cast
Total number of votes cast
For
Against
(b) the authorisation to any one of the directors of the Company (the "Director(s)"), or any other person authorised by the board of Director(s) (the "Board") from time to time, for and on behalf of the Company, among other matters, to sign, seal, execute, perfect, perform and deliver all such agreements, instruments, documents and deeds, and to do all such acts, matters and things and take all such steps as he or she or they may in his or her or their absolute discretion consider to be necessary, expedient, desirable or appropriate to give effect to and implement the Creditor's Rights Transfer Agreement I, the Creditor's Rights Transfer Agreement II and the transactions contemplated thereunder and all matters incidental to, ancillary to or in connection thereto, including agreeing and making any modifications, amendments, waivers, variations or extensions of the Creditor's Rights Transfer Agreement I, the Creditor's Rights Transfer Agreement II or the transactions contemplated thereunder.
As more than half of the votes from Shareholders (including their proxies) attending the EGM were cast in favor of the above-mentioned resolution, this resolution was duly passed as ordinary resolution.
As at the date of the EGM, the total numbers of issued Domestic Shares and H Shares were 562,558,500 and 229,500,000 shares respectively. As disclosed in the Circular, Sample Group holds approximately 50.77% of the issued share capital of the Company and Mr. Sha Min deemed to have material interest in the Creditor's Rights Transfer Agreements, were required to abstain and had abstained from voting at the EGM on the resolution in respect of the Creditor's Rights Transfer Agreements. Accordingly,the total numbers of issued Domestic Shares and H Shares entitling the Shareholders to attend and vote for or against the above-mentioned resolution at the EGM were 161,362,500 and 225,190,000 shares respectively. There was no share of the Company entitling the holder to attend and vote only against the resolution at the EGM.
By order of the Board
Nanjing Sample Technology Company Limited*
Sha Min
Chairman
Nanjing, the PRC, 29 March 2021
As at the date of this announcement, the executive directors are Mr. Sha Min (Chairman), Mr. Ma Fengkui and Mr. Zhang Junmin, the non-executive Director is Mr. Chang Yong; and the independent non-executive Directors are Mr. Hu Hanhui, Mr. Gao Lihui and Mr. Niu Zhongjie.
* for identification purpose only
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Nanjing Sample Technology Company Ltd. published this content on 29 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 March 2021 14:35:06 UTC.
