China Mengniu Dairy : Announcements and Notices - Annual General Meeting Held on 3 June 2016 - Poll Results

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CHINA MENGNIU DAIRY COMPANY LIMITED

中國蒙牛乳業有限公司*

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2319) ANNUAL GENERAL MEETING HELD ON 3 JUNE 2016 - POLL RESULTS

At the Annual General Meeting (the "AGM") of China Mengniu Dairy Company Limited (the "Company") held on 3 June 2016, all the resolutions as set out in the Notice of Annual General Meeting dated 30 April 2016 (the "Notice of AGM") were voted on by poll. The Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, acted as scrutineer for the vote-taking at the AGM.

As at the date of the AGM, the number of issued share capital of the Company was 3,919,266,402 shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. There were no restrictions on any shareholders casting votes on any of the resolutions at the AGM.

The poll results in respect of the resolutions were as follows:

ORDINARY RESOLUTIONS		No. of Votes (%)
		FOR	AGAINST
1.	To review and consider the audited financial statements and the reports of the directors and the independent auditors for the year ended 31 December 2015	3,048,227,658 (100%)	0 (0%)
2.	To approve the proposed final dividend	3,048,451,658 (100%)	0 (0%)
3.	(A) To re-elect Mr. Niu Gensheng as a non- executive director	1,966,537,417 (66.92%)	971,891,775 (33.08%)
	(B) To re-elect Ms. Liu Ding as a non- executive director	1,724,340,767 (58.72%)	1,212,086,435 (41.28%)
	(C) To re-elect Mr. Wu Kwok Keung Andrew as an independent non-executive director	2,916,368,394 (95.67%)	131,889,264 (4.33%)

(D) To re-elect Mr. Ma Jianping as a non- executive director	2,860,509,424 (93.83%)	187,949,234 (6.17%)
(E) To re-elect Mr. Tim Ø rting Jørgensen as a non-executive director	2,978,791,389 (97.71%)	69,658,259 (2.29%)
(F) To re-elect Mr. Filip Kegels as a non- executive director	2,993,121,158 (98.19%)	55,328,490 (1.81%)
4.	To re-appoint Ernst & Young as the auditors of the Company and authorise the board of directors of the Company to fix their remuneration	3,037,969,812 (99.67%)	10,161,846 (0.33%)
5.	To give a general mandate to the directors to repurchase shares in the Company not exceeding 10% of the issued share capital of the Company	3,046,111,658 (99.98%)	480,000 (0.02%)
6.	To give a general mandate to the directors to allot, issue and deal with additional shares not exceeding 20% of the issued share capital of the Company	1,658,658,233 (54.45%)	1,387,810,230 (45.55%)
7.	To adopt the New Share Option Scheme	2,018,048,102 (66.24%)	1,028,503,556 (33.76%)

Note: for full text of the resolutions, please refer to the Notice of AGM.

As the required majority of votes were cast in favour of Resolutions No. 1 to No. 7, all these resolutions were duly passed as ordinary resolutions.

Payment of Dividend

The final dividend of the Company of RMB 0.14 per ordinary share for the year ended 31 December 2015 (the "Final Dividend") will be paid on or about Wednesday, 22 June 2016 to shareholders whose names appear on the register of members of the Company on Friday, 10 June 2016. The Final Dividend to be paid to the Company's shareholders shall be HK$0.165 per ordinary share, calculated with reference to the median exchange rate between Renminbi ("RMB") and Hong Kong Dollars ("HK$") as announced by the People's Bank of China on 3 June 2016 (the date when the shareholders of the Company approved the Final Dividend) which was HK$1= RMB0.84678.

By Order of the Board

China Mengniu Dairy Company Limited

Kwok Wai Cheong, Chris

Company Secretary

Hong Kong, 3 June 2016

As at the date of this announcement, the Board comprises: Ms. Sun Yiping and Mr. Bai Ying as executive directors, Mr. Ma Jianping, Mr. Yu Xubo, Mr. Niu Gensheng, Ms. Liu Ding, Mr. Tim Ø rting Jørgensen and Mr. Filip Kegels as non-executive directors, Mr. Jiao Shuge (alias Jiao Zhen), Mr. Julian Juul Wolhardt, Mr. Zhang Xiaoya, Mr. Wu Kwok Keung Andrew and Dr. Liao Jianwen as independent non-executive directors.

* For identification purpose only