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.

ANNOUNCEMENT

  • (1) CHANGE IN DIRECTOR'S INFORMATION

  • (2) RESIGNATION OF VICE CHAIRMAN AND

NON-EXECUTIVE DIRECTOR

(3) CHANGE IN ARRANGEMENT IN RELATION TO THE RE-ELECTION

OF DIRECTOR AT ANNUAL GENERAL MEETING

This announcement is made pursuant to Rule 13.51(2) and Rule 13.51B(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

Reference is made to the announcement of China Power Clean Energy Development Company Limited (the "Company") dated 3 May 2018 in relation to, among others, the appointment of Mr. Wang Liangyou ("Mr. Wang") as a non-executive director and vice chairman of the board of directors of the Company (the "Board") with effect from 3 May 2018. Reference is also made to the circular (the "Circular"), the notice of the annual general meeting (the "AGM Notice") and the proxy form (the "Proxy Form") all dated 24 May 2018 of the Company in relation to, inter alia, the proposed re-election of Mr. Wang as a non-executive director of the Company to be considered at the annual general meeting of the Company scheduled to be held on 28 June 2018 (the "AGM").

CHANGE IN DIRECTOR'S INFORMATION

According to a decision on administrative penalty issued by the China Securities Regulatory Commission (the "CSRC") on 15 May 2018, the CSRC has found Mr. Wang in breach of the Securities Law of the People's Republic of China (the "PRC") for insider trading in relation to an A share company in the PRC and has decided to confiscate the illegal gains from and impose a fine on Mr. Wang (the "Decision"). The Decision does not concern any of the other directors of the Company, the Company or any of its subsidiaries.

RESIGNATION OF VICE CHAIRMAN AND NON-EXECUTIVE DIRECTOR

In view of the Decision, Mr. Wang has resigned as a non-executive director of the Company and vice chairman of the Board with effect from 5 June 2018.

Mr. Wang confirmed that he has no disagreement with the Board. Mr. Wang also confirmed that, save as disclosed in this announcement, there is no other matter relating to the Decision or his resignation as a non-executive director of the Company and vice chairman of the Board that needs to be brought to the attention of the shareholders of the Company or The Stock Exchange of Hong Kong Limited.

The Board does not expect the Decision and the resignation of Mr. Wang as a non-executive director of the Company and vice chairman of the Board to have a material adverse impact on the operations and financial conditions of the Company.

CHANGE IN ARRANGEMENT IN RELATION TO THE RE-ELECTION OF DIRECTOR AT ANNUAL GENERAL MEETING

It was disclosed in the Circular that, as one of the retiring directors at the AGM, Mr. Wang would offer himself for re-election as a non-executive director at the AGM. However, Subsequent to the dispatch of the AGM Notice and the Circular, due to the aforementioned resignation, Mr. Wang will not seek for re-election as a non-executive director upon rotational retirement at the AGM.

In light of the above, the Board will withdraw the ordinary resolution numbered 8 "To re-elect Mr. Wang Liangyou as a non-executive director of the Company" as disclosed in the Circular, the AGM Notice and the Proxy Form from voting at the AGM.

Save for the aforementioned withdrawal of the ordinary resolution numbered 8 and the Decision as it relates to the details of Mr. Wang, all information and content (including but not limited to the date, time and venue for holding the AGM) as set out in the Circular, the AGM Notice and the Proxy Form remain unchanged. The Proxy Form shall remain valid except that no poll will be taken or counted for the ordinary resolution numbered 8.

By order of the Board

China Power Clean Energy Development Company Limited

Wang Binghua

Chairman

Hong Kong, 5 June 2018

As at the date of this announcement, the board of directors of the Company comprises four executive directors, namely Mr. Wang Fengxue, Mr. Zhao Xinyan, Mr. He Hongxin and Mr. Qi Tengyun; two non-executive directors, namely Mr. Wang Binghua and Mr. Zhou Jiong; and four independent non-executive directors, namely Mr. Chu Kar Wing, Dr. Li Fang, Mr. Wong Kwok Tai, and Ms. Ng Yi Kum.

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China Power Clean Energy Development Co. Ltd. published this content on 05 June 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 05 June 2018 10:37:10 UTC