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.
重慶長安民生物流股份有限公司
Changan Minsheng APLL Logistics Co., Ltd.*
(A joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 01292)
POLL RESULTS OF 2019 FIRST EXTRAORDINARY GENERAL MEETING
The Board announces that all resolutions proposed at the EGM held on 20 December 2019 were duly passed.
Reference is made to the Notice of 2019 First Extraordinary General Meeting (the "Notice") of Changan Minsheng APLL Logistics Co., Ltd. (the "Company") issued on 4 November 2019 and the circular of the Company dated 4 December 2019 (the "Circular"). Unless otherwise defined, capitalized terms used in this announcement shall have the same meaning as those defined in the Notice and the Circular.
The 2019 first extraordinary general meeting (the "EGM") of the Company was held at the Conference Room, No.1881, Jinkai Road, Yubei District, Chongqing, the PRC, at 10:00 a.m. on 20 December 2019. The Board is pleased to announce that all the resolutions set out in the Notice were duly passed.
The voting of the resolutions set out in the Notice was taken by poll. The poll results were as follows:
No. of votes (%) | Total | number | of | |||
shares | held by | the | ||||
Resolutions | For | Against | shareholders | who | ||
attend the EGM and | ||||||
have the right to vote | ||||||
Ordinary Resolutions | ||||||
To consider and approve the proposed cap of | ||||||
RMB4,060,000,000 for the year ending 31 December 2020 in | ||||||
relation to the provision of logistics services (including but not | ||||||
Resolution | limited to the following logistics services: finished vehicle | |||||
transportation, tire assembly, and supply chain management for | ||||||
1 | 69,415,400 | 3,688,000 | ||||
car raw materials, components and parts) by the Company and | 73,103,400 | |||||
(ordinary | (94.96%) | (5.04%) | ||||
its subsidiaries to Chongqing Changan Automobile Co., Ltd. | ||||||
resolution) | ||||||
("Changan Automobile") and its associates contemplated under | ||||||
the framework agreement entered into between the Company | ||||||
and Changan Automobile on 30 October 2017 and that the said | ||||||
framework agreement is hereby confirmed and ratified | ||||||
1
To consider and approve the proposed cap of RMB95,000,000 | |||||||||
for the year ending 31 December 2020 in relation to the | |||||||||
provision of logistics services (including but not limited to the | |||||||||
following logistics services: finished vehicle transportation, tire | |||||||||
Resolution | assembly, supply chain management for | car | raw | materials, | |||||
components and parts; and | logistics | services | for | non- | |||||
2 | 69,415,400 | 3,688,000 | |||||||
automobile products, such as transformer, steel, optical product | 73,103,400 | ||||||||
(ordinary | (94.96%) | (5.04%) | |||||||
and specialty product) by the Company and its subsidiaries to | |||||||||
resolution) | |||||||||
China Changan Automobile Group Company Limited ("China | |||||||||
Changan") and its associates contemplated under the | |||||||||
framework agreement entered into between the Company and | |||||||||
China Changan on 30 October 2017 and that the said | |||||||||
framework agreement is hereby confirmed and ratified | |||||||||
To consider and approve the proposed cap of RMB265,000,000 | |||||||||
for the year ending 31 December 2020 in relation to the | |||||||||
purchase of logistics services from Minsheng Industrial | |||||||||
Resolution | (Group) Co., Ltd. ("Minsheng Industrial") and its associates by | ||||||||
3 | the Company and its subsidiaries contemplated | under the | 78,421,800 | 3,688,000 | 82,109,800 | ||||
(ordinary | framework agreement entered into between the Company and | (95.51%) | (4.49%) | ||||||
resolution) | Minsheng Industrial on 30 October 2017 for the purpose of | ||||||||
purchasing logistics services from Minsheng Industrial and its | |||||||||
associates and that the said framework agreement is hereby | |||||||||
confirmed and ratified | |||||||||
To consider and approve proposed maximum daily balance on | |||||||||
the deposits (i.e. RMB200,000,000) for the year ending 31 | |||||||||
Resolution | December 2020 in relation to the provision of deposit services | ||||||||
by Binqi Zhuangbei Group | Financial | Limited | Liability | ||||||
4 | 69,375,400 | 3,728,000 | |||||||
Company ("Zhuangbei Finance") to the | Company and its | 73,103,400 | |||||||
(ordinary | (94.90%) | (5.10%) | |||||||
subsidiaries contemplated under the framework agreement | |||||||||
resolution) | |||||||||
entered into between the Company and Zhuangbei Finance on | |||||||||
30 October 2017 and that the said framework agreement is | |||||||||
hereby confirmed and ratified | |||||||||
To consider and approve the proposed cap of RMB23,000,000 | |||||||||
for the year ending 31 December 2020 in relation to the | |||||||||
Resolution | provision of logistics services by the | Company and its | |||||||
subsidiaries to Minsheng Industrial and | its | associates | |||||||
5 | 78,421,800 | 3,688,000 | |||||||
contemplated under the framework agreement entered | into | 82,109,800 | |||||||
(ordinary | (4.49%) | ||||||||
between the Company and Minsheng Industrial on 30 October | (95.51%) | ||||||||
resolution) | |||||||||
2017 for the purpose of provision of logistics services to | |||||||||
Minsheng Industrial and its associates and that the said | |||||||||
framework agreement is hereby confirmed and ratified | |||||||||
Special Resolution | |||||||||
Resolution | |||||||||
6 | To consider and approve the amendments to the Articles of | 110,641,000 | 3,688,000 | 114,329,000 | |||||
(special | Association of the Company | (3.23%) | |||||||
(96.77%) | |||||||||
resolution) | |||||||||
As at the record date of the EGM, i.e. 20 December 2019 (the "Record Date"), the issued share capital of the Company comprised 162,064,000 shares, which was the total number of shares entitling the holders to attend and vote for or against the resolutions at the EGM. According to the Listing Rules, China Changan and its associates, holding a total of 41,225,600 shares in the Company as of the Record Date, had abstained from voting on Resolutions No.1, 2 and 4 respectively at the EGM, and Minsheng Industrial, Ming Sung Industrial Co., (HK) Limited and their respective associates, holding a total of
2
32,219,200 shares in the Company as of the Record Date, had abstained from voting on Resolution No.3 and 5 at the EGM. The Company's share registrar, Computershare Hong Kong Investor Services Limited, and the Company's PRC lawyer, Grandall Law Firm (Chongqing), were appointed as the scrutineers for the vote-taking at the EGM.
Save as disclosed above, the Company was not aware of any parties indicating their intention to vote only against any of the resolutions at the EGM. Save as disclosed above and so far as is known to the Company, none of our Shareholders was entitled to attend the EGM and abstain from voting in favour of the resolutions as set out in Rule 13.40 of the Listing Rules.
By Order of the Board
Changan Minsheng APLL Logistics Co., Ltd.
Xie Shikang
Chairman
Chongqing, the PRC
20 December 2019
As at the date of this announcement, the board of directors of the Company comprises: (1) Mr. Xie Shikang, Mr. Chen Wenbo, Mr. William K Villalon and Mr. Shi Jinggang as the executive directors;
- Mr. Chen Xiaodong, Mr. Man Hin Wai Paul (also known as Paul Man) and Mr. Li Xin as the non- executive directors; (3) Mr. Chong Teck Sin, Mr. Poon Chiu Kwok, Mr. Jie Jing and Ms. Zhang Yun as the independent non-executive directors.
* For identification purpose only
3
Attachments
- Original document
- Permalink
Disclaimer
Changan Minsheng APLL Logistics Co. Ltd. published this content on 20 December 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 December 2019 09:05:02 UTC