As of the date of the H-Shares Class Meeting, the Company had a total of 2,705,328,441 H-shares in issue, which was the total number of shares entitled to vote on the resolutions at the H-Shares Class Meeting. There was no shareholder who was required to abstain from voting on any resolution proposed at the H-Shares Class Meeting, nor any shareholder who was entitled to attend the H-Shares Class Meeting but was required to abstain from voting in favor of any resolution at the meeting under the Listing Rules. Shareholders and Shareholders' proxies attending the H-Shares Class Meeting held a total of 1,827,803,082 H-shares, representing 67.56% of the total number of H-Shares in the Company carrying voting rights.
Details of Shareholders attending the H-Shares Class Meeting are set out as below:
Resolution In favor Against Abstention
Number of Percentage Number Percentage Number of Percentage
shares (%) of (%) shares (%)
shares
1. Consider and approve the resolution on 1,826,704,466 99.9399 16 0.0000 1,098,600 0.0601
the general mandate for the repurchase
of H-Shares upon the completion of the
listing by way of introduction
The resolution has been duly adopted as a special resolution with over two-thirds of valid votes held
by Shareholders (including proxies) attending the H-Shares Class Meeting cast in favor thereof.
5. Witnessing Lawyer
King & Wood Mallesons Beijing has expressed its opinion as witness to the EGM and the Class Meetings. In the opinion of the witnessing lawyer, (i) the convening of the EGM and the Class Meetings and the procedures thereof are in compliance with the provisions of pertinent laws, regulations, regulatory documents and the Articles of Association; (ii) the eligibility of the persons attending and the eligibility of the convenor of the EGM and the Class Meetings is legal and valid and in compliance with the provisions of pertinent laws, regulations, regulatory documents and the Articles of Association; and (iii) the voting procedures of the EGM are in compliance with the provisions of pertinent laws, regulations, regulatory documents and the Articles of Association and the voting results are legal and valid.
II. APPOINTMENT OF DIRECTORS
The resolutions appointing Mr. XIE Juzhi as executive Director of the Company, Mr. YU Hon To, David and Ms. Eva LI Kam Fun as non-executive Directors of the Company and Mr. LI Shipeng as Independent Non-executive Director of the Company have been duly adopted as ordinary resolutions. Their term of office shall commence on the date on which their appointments are approved at the general meeting of the Company and end on the date on which the term of the current session of the Board expires. The biographical details of the aforementioned candidates for Directors are set out in the Invitation. Mr. XIE Juzhi was appointed Vice Chairman of the Company by the Board on 5 March 2021. In accordance with the Articles of Association of the Company, the Vice Chairman shall assist in the work of the Chairman of the Company, and shall perform the duties of the Chairman where the Chairman is unable to or does not perform his duties. Save as disclosed above, there has been no change to the biographical details of the aforementioned candidates for Directors as of the date of this announcement.
As of the latest practicable date, save as disclosed in the Invitation, none of the Director candidates has held any directorship in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas, or served other positions in other members of the Group, or held other major appointments or professional qualifications during the past three years. The Director candidates do not have other relationships with any Directors, Supervisors, senior management, substantial Shareholders or controlling Shareholders of the Company and do not hold any interest in the shares of the Company or its associated companies within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong). There is or was no information which is required to be disclosed pursuant to the requirements set out in 13.51(2) (h) to (v) of the Listing Rules nor are there any matters which need to be brought to the attention of the Shareholders of the Company. If appointed, the Company will enter into service contracts with each of the appointed Directors. Their allowance as Directors shall be consistent with that provided to the current Directors of the tenth session of the Board (RMB200,000 per annum per person).
III. AMENDMENTS TO THE ARTICLES OF ASSOCIATION
The resolution on the amendments to the Articles of Association has been duly adopted as a special resolution. For details of such amendments, please refer to the Invitation. The Articles of Association as amended shall come into effect on the date of this announcement. The full text of the amended Articles of Association is available on the respective websites of Shanghai Stock Exchange (http://www.sse.com.cn), The Stock Exchange of Hong Kong Limited (http:/ /www.hkexnews.hk) and the Company (http://smart-home.haier.com).
About Haier Smart Home Co., Ltd.:
Haier is one of the world's leading manufacturers of household appliances with a focus on smart home solutions and customized mass production. Haier Smart Home Co., Ltd. develops, produces and distributes a wide range of household appliances. These include refrigerators, freezers, washing machines, air conditioners, water heaters, kitchen appliances as well as smaller household appliances and an extensive range of intelligent household appliances. The Company distributes its products through leading household brands such as Haier, Casarte, Leader, Candy, GE Appliances, AQUA and Fisher & Paykel. Haier Smart Home Co., Ltd. has launched Smart Home Experiential Cloud, which connects homes, users, enterprises and ecosystem partners, and facilitates the integration of Haier's online, offline and micro-store businesses and supports user interaction to further optimize the user experience.
IR contact:
Yao Sun (Sophie) - Haier Smart Home Germany T: +49 6172 9454 143 F: +49 6172 9454 42143 M: +49 160 9469 3601 Email: y.sun@haier.de -----------------------------------------------------------------------------------------------------------------------
2021-03-05 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de -----------------------------------------------------------------------------------------------------------------------
Language: English
Company: Haier Smart Home Co.,Ltd.
Haier Industrial Park, Laoshan District
266101 Qingdao
China
Internet: www.haier.net
End of News DGAP News Service
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(END) Dow Jones Newswires
March 05, 2021 12:00 ET (17:00 GMT)
