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.
(a joint stock limited company established in the People's Republic of China with limited liability)
(Stock Code: 01456)
ANNOUNCEMENT POLL RESULTS OF
THE SECOND EXTRAORDINARY GENERAL MEETING
FOR THE YEAR 2021
AND
THE FIRST H SHAREHOLDERS' CLASS MEETING
FOR THE YEAR 2021
Reference is made to the circular (the "Circular") of Guolian Securities Co., Ltd. (the "Company") dated 10 February 2021 in relation to, among others, the Second Extraordinary General Meeting for the Year 2021 (the "EGM") and the First H Shareholders' Class Meeting for the Year 2021 ("H Shareholders' Class Meeting") of the Company convened on 1 March 2021. Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.
The EGM and the H Shareholders' Class Meeting were held at 1:00 p.m. on Monday, 1
March 2021 at the conference room at 4th Floor, No. 8 Jinrong One Street, Wuxi, Jiangsu Province, the PRC. The EGM and the H Shareholders' Class Meeting were chaired by Mr.
Yao Zhiyong, the Chairman of the Company. The convening procedures of the EGM and the H Shareholders' Class Meeting were in accordance with the relevant laws and regulations of the PRC, the Articles of Association and the Listing Rules.
POLL RESULTS OF THE EGM
The holders of a total number of 2,378,119,000 Shares (comprising 1,935,479,000 A Shares and 442,640,000 H Shares), representing 100% of the total issued share capital of the Company, were entitled to attend and vote on the resolutions considered at the EGM. No Shareholder was required under the Listing Rules to give up the voting rights or abstain from voting in favour of the resolutions at the EGM, and no person has indicated in the Circular his/her intention to vote against or abstain from voting on any of the resolutions proposed at the EGM. The Shareholders and their proxies who attended the EGM hold a total of 1,521,119,413 Shares, representing 63.963132% of the total issued share capital of the Company.
The voting was taken by poll at the EGM. The poll results in respect of the resolutions proposed at the EGM are as follows:
Special Resolutions | For | Against | Abstain | ||||
Number of Votes | Percent (%) | Number of Votes | Percent (%) | Number of Votes | Percent (%) | ||
1. | The Resolution on the Fulfilment of Conditions for the Non-public Issuance of A Shares by the Company | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
2. | The Resolution on the Proposed Non-public Issuance of A Shares of the Company | ||||||
2.1 | Class and nominal value of shares to be issued | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
2.2 | Method and time of Issuance | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
2.3 | Target subscribers and subscription method | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
2.4 | Issue size | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
2.5 | Issue price and pricing principles | 1,520,506,413 | 99.959701 | 613,000 | 0.040299 | 0 | 0.000000 |
2.6 | Amount and the use of proceeds | 1,520,543,613 | 99.962146 | 575,800 | 0.037854 | 0 | 0.000000 |
2.7 | Lock-up period | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
2.8 | Listing venue | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
2.9 | Arrangement of accumulated undistributed profits prior to completion of the Issuance | 1,520,506,413 | 99.959701 | 613,000 | 0.040299 | 0 | 0.000000 |
2.10 | Validity period of the resolutions | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
3. | The Resolution on the Plan for the Non-public Issuance of A Shares of the Company | 1,520,505,813 | 99.959661 | 613,600 | 0.040339 | 0 | 0.000000 |
4. | The Resolution on the Feasibility Report for the Use of Proceeds from the Non-public Issuance of the A Shares of the Company | 1,520,543,013 | 99.962107 | 576,400 | 0.037893 | 0 | 0.000000 |
5. | The Resolution on the Report on the Use of Proceeds Previously Raised by the Company | 1,520,906,613 | 99.986010 | 212,800 | 0.013990 | 0 | 0.000000 |
6. | The Resolution to Ask the Shareholders' Meeting to Authorize the Board and to Authorize the Board for the Board to in turn Authorize the Management of the Company to Deal with Specific Matters in Relation to the Non-public Issuance of A Shares of the Company | 1,520,506,413 | 99.959701 | 613,000 | 0.040299 | 0 | 0.000000 |
7. | The Resolution on the Plans of the Shareholders' Return in the Next Three Years | 1,520,911,913 | 99.986359 | 207,500 | 0.013641 | 0 | 0.000000 |
Ordinary Resolution | For | Against | Abstain | ||||
Number of Votes | Percent (%) | Number of Votes | Percent (%) | Number of Votes | Percent (%) | ||
8. | The Resolution on the Dilution of Current Returns by the Non-public Issuance of A Shares and Remedial Measures of the Company | 1,520,506,413 | 99.959701 | 573,600 | 0.037709 | 39,400 | 0.002590 |
The full texts of the aforesaid resolutions were set out in the Circular.
As more than two-thirds of the votes were cast in favour of the special resolutions No. 1 to No. 7, and more than half of the votes were cast in favour of the ordinary resolution No. 8, each of the aforesaid resolutions of the Company was duly passed. The poll results were legally valid.
POLL RESULTS OF THE H SHAREHOLDERS' CLASS MEETING
The holders of a total number of 442,640,000 H Shares, representing 100% of the total issued H Shares of the Company, were entitled to attend and vote on the resolutions considered at the H Shareholders' Class Meeting. No H Shareholder was required under the Listing Rules to give up the voting rights or abstain from voting in favour of the resolutions at the H Shareholders' Class Meeting, and no person has indicated in the Circular his/her intention to vote against or abstain from voting on any of the resolutions proposed at the H Shareholders'
Class Meeting. The Shareholders and their proxies who attended the H Shareholders' Class Meeting hold a total of 54,285,309 H Shares, representing 12.263986% of the total issued H Shares of the Company.
The voting was taken by poll at the H Shareholders' Class Meeting. The poll results in respect of the resolutions proposed at the H Shareholders' Class Meeting are as follows:
Special Resolutions | For | Against | Abstain | ||||
Number of Votes | Percent (%) | Number of Votes | Percent (%) | Number of Votes | Percent (%) | ||
1. | The Resolution on the Proposed Non-public Issuance of A Shares of the Company | ||||||
1.1 | Class and nominal value of shares to be issued | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.2 | Method and time of Issuance | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.3 | Target subscribers and subscription method | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.4 | Issue size | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.5 | Issue price and pricing principles | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.6 | Amount and the use of proceeds | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.7 | Lock-up period | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.8 | Listing venue | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.9 | Arrangement of accumulated undistributed profits prior to completion of the Issuance | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
1.10 | Validity period of the resolutions | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
Special Resolutions | For | Against | Abstain | ||||
Number of Votes | Percent (%) | Number of Votes | Percent (%) | Number of Votes | Percent (%) | ||
2. | The Resolution on the Plan for the Non-public Issuance of A Shares of the Company | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
3. | The Resolution on the Feasibility Report for the Use of Proceeds from the Non-public Issuance of the A Shares of the Company | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
4. | The Resolution on the Dilution of Current Returns by the Non-public Issuance of A Shares and Remedial Measures of the Company | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
5. | The Resolution to Ask the Shareholders' Meeting to Authorize the Board and to Authorize the Board for the Board to in turn Authorize the Management of the Company to Deal with Specific Matters in Relation to the Non-public Issuance of A Shares of the Company | 54,274,309 | 99.979737 | 11,000 | 0.020263 | 0 | 0.000000 |
The full texts of the aforesaid resolutions were set out in the Circular.
As more than two-thirds of the votes were cast in favour of the resolutions above, each of the aforesaid resolutions of the Company was duly passed at the H Shareholders' Class Meeting. The poll results were legally valid.
Representatives of Computershare Hong Kong Investor Services Limited (the H Share registrar of the Company), Shareholder representatives of the Company, the Supervisor of the Company and the PRC legal advisor of the Company, acted as scrutineers for the purpose of vote-taking of the poll at the EGM and H Shareholders' Class Meeting.
By order of the Board Guolian Securities Co., Ltd.
Yao Zhiyong
Chairman
Wuxi, Jiangsu Province, the PRC
1 March 2021
As of the date of this announcement, the executive director of the Company is Mr. Ge Xiaobo; the non-executive directors of the Company are Mr. Yao Zhiyong, Mr. Hua Weirong, Mr. Zhou Weiping, Mr. Liu Hailin and Mr. Zhang Weigang; and the independent non-executive directors of the Company are Mr. Lu Yuanzhu, Mr. Wu Xingyu and Mr. Chu, Howard Ho Hwa.
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Guolian Securities Co. Ltd. published this content on 01 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 March 2021 12:15:05 UTC.