Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.

China Suntien Green Energy Corporation Limited*

新 天 綠 色 能 源 股 份 有 限 公 司

(A joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock Code: 00956)

NOTICE OF THE FIRST EXTRAORDINARY GENERAL MEETING IN 2020

NOTICE IS HEREBY GIVEN THAT the first extraordinary general meeting in 2020 (the "EGM") of China Suntien Green Energy Corporation Limited (the "Company") will be held at 2:30 p.m. on Tuesday, 13 October 2020 at the Conference Room, 5/F, Yun-Ray Ambassador Hotel, Shijiazhuang City, Hebei Province, the PRC, for the following purposes:

ORDINARY RESOLUTIONS

  1. To consider and approve the resolution on the Company's Annual Profit Distribution Plan for 2019
  2. To consider and approve the resolution on the change to appoint Ernst & Young Hua Ming LLP as the Company's PRC auditor for 2020

3.00 To consider and approve the resolutions on the election of Supervisors of the Company's fourth session of the Supervisory Committee:

3.01 To elect Ms. Gao Jun as an external supervisor of the Company's fourth session of the Supervisory Committee

3.02 To elect Professor Zhang Dong Sheng as an independent supervisor of the Company's fourth session of the Supervisory Committee

By order of the Board of

China Suntien Green Energy Corporation Limited

Mr. Mei Chun Xiao

Executive Director/President

Shijiazhuang City, Hebei Province, the PRC

27 August 2020

  • Please refer to the Company's announcements entitled "Annual Profit Distribution Plan for 2019" and "Proposed Change of Domestic Auditor" dated 20 August 2020 and the announcement entitled "Chnages of Members of the Supervisory Committee" dated 26 August 2020 for details of the proposed resolutions as contained in this EGM notice. The Company will despatch a circular containing details of these resolutions to its Shareholders in due course.

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Notes:

  1. The H share register of members of the Company will be closed, for the purpose of determining the entitlement of holders of H shares to attend the EGM, from Sunday, 13 September 2020 to Tuesday, 13 October 2020 (both days inclusive), during which period no transfer of H shares will be registered. In order to attend the EGM, all instruments of transfers, accompanied by the relevant share certificates, must be lodged for registration with the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Friday, 11 September 2020. Holders of H shares who are registered with Computershare Hong Kong Investor Services Limited on or before the aforementioned date are entitled to attend the EGM.
    The Company will announce the details and materials for holders of A shares attending the EGM on the website of the Shanghai Stock Exchange in due course.
  2. The board of directors of the Company proposes to distribute a cash dividend for the year ended 31 December 2019 (the "Annual Dividends") of RMB1.25 (tax inclusive) for every 10 shares to all shareholders (the "Annual Profit Distribution Plan"), calculated based on the total number of issued shares of the Company of 3,849,910,396 shares on the date of the Board meeting approving the Annual Profit Distribution Plan (i.e. 20 August 2020). The total cash dividend to be distributed will amount to RMB481,238,799.50 (tax inclusive). The Annual Profit Distribution Plan will be effective upon approval by the Shareholders at the EGM. The Annual Dividends will be paid to holders of H shares whose names appear on the register of members of the Company on Thursday, 22 October 2020. The Annual Dividends is expected to be paid to holders of H shares on or before Monday, 30 November 2020.
    The H share register of members of the Company will be closed from Saturday, 17 October 2020 to Thursday, 22 October 2020 (both days inclusive), during which period no transfer of H shares will be registered. If holders of H shares of the Company intend to receive final dividends but do not register relevant transfer documents, they shall return such documents together with relevant share certificates to the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Friday, 16 October 2020.
  3. Pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, any vote of shareholders at a general meeting must be taken by way of a poll. Accordingly, each of the resolutions set out in the notice of EGM will be voted by poll. Results of the poll voting will be published on the Company's website at www.suntien.com and the HKExnews website of Hong Kong Exchanges and Clearing Limited at www.hkexnews.hk after the EGM.
    According to the articles of association of the Company, cumulative voting will be used in respect of Resolution No. 3 (To consider and elect members of fourth session of the Supervisory Committee of the Company), and the one-share-one-vote method will be used for the other resolutions.
    "Cumulative voting" represents that, during the election of directors or supervisors at a shareholders' general meeting, each share entitled to vote carries a number of voting rights equivalent to the number of directors or supervisors to be elected. The voting rights held by a shareholder may be used in a concentrated way, or cast for different candidates in any combination.

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Set out below is an example illustrating the voting method using cumulative voting in respect of Resolution No. 3. Please fill in your intention of voting in accordance with the following instructions:

    1. In relation to Resolution No. 3, for every share held by you, you will have the same number of voting rights which equals the number of supervisors to be elected. For example, if you are holding 1 million shares of the Company and two supervisors are to be elected at the EGM, the aggregate number of votes which you will have will be 2 million (i.e. 1 million shares x 2 = 2 million voting shares) for Resolution No. 3.
    2. You may cast on every candidate for supervisors such votes which represent the same number of shares held by you; or cast all your votes which represent the total number of shares held by you multiplied by the total number of supervisors to be elected on one candidate. If you wish to cast equal number of votes to each candidate, please tick in the boxes marked "Cumulative voting" as appropriate. Otherwise, please specify the number of votes cast for each of the two candidates for supervisors in the boxes marked "Cumulative voting". For example, if you are holding 1 million shares, the number of your votes regarding Resolution No. 3 is 2 million. You may choose to cast the 2 million votes equally among the two; or to cast all your 2 million votes on one candidate; or cast 1.5 million votes to candidate A for supervisor, 0.5 million votes to candidate B for supervisor, etc.
    3. Where the total number of votes cast by you for one the candidate of supervisor exceeds the number of votes carried by the total number of shares you hold, the votes cast by you will be invalid, and you will be deemed to have waived your voting rights. Where the total number of votes cast for one candidate of supervisor by you is less than the number of votes carried by the total number of shares you hold, the votes cast by you will be valid, and the voting rights attached to the shortfall between the votes actually cast and the votes which you are entitled to cast shall be deemed to have been waived by you. For example, if you are holding 1 million shares, the number of your votes regarding Resolution No. 3 is 2 million: (a) if you fill in the "Cumulative voting" under Sub-resolution No. 3.01 with "2 million shares", you have used up all the votes to which you are entitled, which results in you having no votes for other candidates for supervisor. Should you fill in the blanks under Sub-resolution No. 3.02 with any number of shares (other than 0 shares), all your votes on Resolution No. 3 will be invalid; or (b) if you fill in the "Cumulative voting" under Sub-resolution No. 3.01 with "1 million shares" and under Sub-resolutions No. 3.02 with "0 shares" or without any specific number of shares inserted, the 1 million of votes cast by you are valid and the remaining 1 million of votes will be regarded as abstain votes.
  1. Any shareholder entitled to attend and vote at the EGM convened by the above notice is entitled to appoint one or more proxies to attend and vote on behalf of him/her. A proxy need not be a shareholder of the Company.
  2. In order to be valid, the proxy form together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be completed and returned to the Company's registered office and headquarters in the PRC (for holders of A shares) or the H Share Registrar of the Company, Computershare Hong Kong Investor Services Limited (for holders of H shares), at least 24 hours before the EGM (i.e. on or before 2:30 p.m. on Monday, 12 October 2020 in respect of the EGM) or any adjourned meeting thereof. Computershare Hong Kong Investor Services Limited is located at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong. Completion and return of a proxy form will not preclude a shareholder from attending and voting at the EGM or any adjourned meeting thereof should he/she so wish.
  3. In case of joint shareholdings, the vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s) and for this purpose, seniority will be determined by the order in which the names stand in the register of members of the Company in respect of the joint shareholding.

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  1. Shareholders of the Company intending to attend the EGM in person or by their proxies should return the reply slip for attending the EGM by courier or by post to the Company's registered office and headquarters in the PRC (for holders of A shares) or the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited (for holders of H shares) on or before Wednesday, 23 September 2020. The address of Computershare Hong Kong Investor Services Limited is 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.
  2. The EGM is expected to be held for less than half a day. Shareholders who attend the meeting in person or by proxy shall bear their own travelling and accommodation expenses.
  3. A shareholder or his/her proxy should produce proof of identity when attending the EGM.
  4. The Company's registered office and headquarters in the PRC is 9th Floor, Block A, Yuyuan Plaza, No. 9 Yuhua West Road, Shijiazhuang City, Hebei Province, the PRC.
  5. References to dates and time in this notice are to Hong Kong dates and time.

As at the date of this notice, the non-executive Directors are Dr. Cao Xin, Dr. Li Lian Ping, Mr. Qin Gang and Mr. Wu Hui Jiang; the executive Directors are Mr. Mei Chun Xiao and Mr. Wang Hong Jun; and the independent non-executive Directors are Mr. Xie Wei Xian, Mr. Wan Yim Keung, Daniel and Dr. Lin Tao.

  • For identification purposes only

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China Suntien Green Energy Corporation Ltd. published this content on 26 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 August 2020 12:31:07 UTC