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.
Red Star Macalline Group Corporation Ltd.
紅星美凱龍家居集團股份有限公司
(A sino-foreign joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 1528)
POLL RESULTS OF THE 2019 THIRD EXTRAORDINARY
GENERAL MEETING HELD ON 27 DECEMBER 2019
Red Star Macalline Group Corporation Ltd. (the "Company") announces that, at the 2019 third extraordinary general meeting of the Company (the "EGM") held at Yamei 1 Ballroom, 3/F, Crowne Plaza Shanghai Noah Square, No. 1699, Jinshajiang Road, Putuo District, Shanghai, the People's Republic of China (the "PRC") at 2:00 p.m. on Friday, 27 December 2019, all the proposed resolutions set out in the notice of the EGM and the supplemental notice of the EGM were passed by way of poll. For details of the resolutions considered at the EGM, the Shareholders may refer to the notice of the EGM dated 11 November 2019 and the supplemental notice of the EGM dated 10 December 2019, and the circular of the EGM dated 8 November 2019 and the supplemental circular of the EGM dated 10 December 2019 of the Company (the circular of the EGM, together with the supplemental circular of the EGM, collectively the "Circular"). Unless otherwise defined in this announcement, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.
As at the date of the EGM, the total number of Shares is 3,550,000,000 Shares (including 2,876,103,969 A Shares and 673,896,031 H Shares). No Shareholder was required to abstain from voting on the resolutions under the Hong Kong Listing Rules. There was no Share entitling the holder to attend the meeting and abstain from voting in favour of the resolutions under Rule
13.40 of the Hong Kong Listing Rules. None of the Shareholders have stated their intention in the Circular to vote against or to abstain from voting on any of the resolutions proposed at the EGM. Computershare Hong Kong Investor Services Limited, the H Share registrar of the Company, acted as the scrutineer for vote-taking at the EGM. The convening of the EGM was in compliance with the Company Law of the PRC and the Articles of Association.
- CONVENING OF THE MEETING
-
EGM
The total number of Shares entitling the holders to attend and vote on the resolutions at the EGM was 3,550,000,000 Shares. The total number of Shares with voting rights represented by the Shareholders attending the EGM in person or by proxy was 2,748,686,937 Shares, representing approximately 77.427801% of the total number of Shares.
-
EGM
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II. POLL RESULTS OF THE EGM
The poll results in respect of the respective resolutions at the EGM are set out below:
NO. | ORDINARY RESOLUTIONS EFFECTED | NUMBER OF VOTES (%) | ||
BY CUMULATIVE VOTING SYSTEM | ||||
FOR | AGAINST | ABSTAIN | ||
(1) | To consider and approve the re-election of Mr. | 2,733,988,430 | ||
CHE Jianxing as an executive Director of the | (99.465254%) | |||
Company; | ||||
(2) | To consider and approve the re-election of Mr. | 2,743,801,527 | ||
GUO Binghe as an executive Director of the | (99.822264%) | |||
Company; | ||||
(3) | To consider and approve the re-election of Ms. | 2,743,797,627 | ||
CHE Jianfang as an executive Director of the | (99.822122%) | |||
Company; | ||||
(4) | To consider and approve the re-election of Mr. | 2,743,800,527 | ||
JIANG Xiaozhong as an executive Director of the | (99.822227%) | |||
Company; | ||||
(5) | To consider and approve the re-election of Ms. | 2,743,656,466 | ||
CHEN Shuhong as a non-executive Director of the | (99.816986%) | |||
Company; | ||||
(6) | To consider and approve the re-election of Mr. | 2,743,657,466 | ||
XU Guofeng as a non-executive Director of the | (99.817023%) | |||
Company; | ||||
(7) | To consider and approve the re-election of Mr. | 2,743,661,366 | ||
JING Jie as a non-executive Director of the | (99.817165%) | |||
Company; | ||||
(8) | To consider and approve the re-election of Mr. XU | 2,743,660,366 | ||
Hong as a non-executive Director of the Company; | (99.817128%) | |||
(9) | To consider and approve the re-election of Mr. | 2,694,746,793 | ||
QIAN Shizheng as an independent non-executive | (98.037603%) | |||
Director of the Company; | ||||
(10) | To consider and approve the re-election of Mr. | 2,694,448,238 | ||
LEE Kwan Hung, Eddie as an independent non- | (98.026741%) | |||
executive Director of the Company; | ||||
(11) | To consider and approve the re-election of Mr. | 2,746,191,233 | ||
WANG Xiao as an independent non-executive | (99.909204%) | |||
Director of the Company; | ||||
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NO. | ORDINARY RESOLUTIONS EFFECTED | NUMBER OF VOTES (%) | ||
BY CUMULATIVE VOTING SYSTEM | FOR | AGAINST | ABSTAIN | |
(12) | To consider and approve the re-election of Ms. | 2,746,192,234 | ||
ZHAO Chongyi as an independent non-executive | (99.909240%) | |||
Director of the Company; | ||||
(13) | To consider and approve the re-election of Mr. | 2,745,896,770 | ||
ZHENG Hongtao as an independent Supervisor of | (99.898491%) | |||
the Company; and | ||||
(14) | To consider and approve the re-election of Mr. | 2,745,921,560 | ||
CHEN Gang as an independent Supervisor of the | (99.899393%) | |||
Company. | ||||
NO. | SPECIAL RESOLUTIONS | NUMBER OF VOTES (%) | ||
FOR | AGAINST | ABSTAIN | ||
(15) | To consider and approve the amendments to the | 2,741,320,079 | 7,278,158 | 88,700 |
Articles of Association of the Company; and | (99.731986%) | (0.264787%) | (0.003227%) | |
(16) | To consider and approve the proposed | 2,741,432,866 | 7,165,371 | 88,700 |
amendments to the Procedural Rules of the | (99.736090%) | (0.260683%) | (0.003227%) | |
General Meetings of the Company. | ||||
Note: Under the cumulative voting system, "Against" and "Abstain" votes will be considered invalid.
As more than half of the votes from the Shareholders (including their proxies) attending the EGM were cast in favour of the resolutions numbered (1) to (14), these resolutions were duly passed as ordinary resolutions.
As more than two-thirds of the votes from the Shareholders (including their proxies) attending the EGM were cast in favour of the resolutions numbered (15) to (16), these resolutions were duly passed as special resolutions.
By Order of the Board
Red Star Macalline Group Corporation Ltd.
GUO Binghe
Vice Chairman
Shanghai, the PRC
27 December 2019
As at the date of this announcement, the executive Directors of the Company are CHE Jianxing, GUO Binghe, CHE Jianfang and JIANG Xiaozhong; the non-executive Directors are CHEN Shuhong, XU Guofeng, JING Jie and XU Hong; and the independent non-executive Directors are QIAN Shizheng, LEE Kwan Hung, Eddie, WANG Xiao and ZHAO Chongyi.
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Red Star Macalline Group Corp. Ltd. published this content on 27 December 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 December 2019 13:10:01 UTC