DONGWU CEMENT INTERNATIONAL LIMITED 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.
Dongwu Cement International Limited東吳水泥國際有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 695)
(1) POLL RESULTS OF 2014 ANNUAL GENERAL MEETING AND (2) APPOINTMENT OF EXECUTIVE DIRECTOR
The Board is pleased to announce that all the resolutions set out in the notice of AGM were duly passed by the shareholders of the Company by way of poll at the AGM held on 28 May 2015. Mr. Ling was appointed as an executive Director of the Company at the AGM.
Reference is made to the notice of the annual general meeting (the "AGM") and the circular (the
"Circular") of Dongwu Cement International Limited (the "Company") both dated 27 April 2015.
The board (the "Board") of directors (the "Directors" and each a "Director") is pleased to announce the poll results in respect of the resolutions proposed at the AGM of the Company held on 28 May 2015 as follows:
Number of Votes (%) Ordinary resolutions proposed at the AGM For Against | |||
1. | To receive and approve the audited consolidated financial statements of the Company and its subsidiaries and the reports of the Directors and the auditors of the Company for the year ended 31 December 2014. | 100% | 0% |
The resolution was duly passed as an ordinary resolution.
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Ordinary resolutions proposed at the AGM | Number of Votes (%) | ||
Ordinary resolutions proposed at the AGM | For Against | ||
2. | To re-elect Mr. Cao Guoqi as an independent non- executive Director and to authorize the Board to fix his remuneration. | 100% | 0% |
The resolution was duly passed as an ordinary resolution.
3. | To re-elect Mr. Cao Kuangyu as an independent non- executive Director and to authorize the Board to fix his remuneration. | 100% | 0% |
The resolution was duly passed as an ordinary resolution.
The resolution was duly passed as an ordinary resolution.
The resolution was duly passed as an ordinary resolution.
The resolution was duly passed as an ordinary resolution.
The resolution was duly passed as an ordinary resolution.
The resolution was duly passed as an ordinary resolution.
9. | To grant a general mandate to the Board to issue, allot and deal with additional shares of the Company not exceeding 20% of the issued share capital of the Company as at the date of passing of this resolution. | 100% | 0% |
The resolution was duly passed as an ordinary resolution.
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Ordinary resolutions proposed at the AGM | Number of Votes (%) | ||
Ordinary resolutions proposed at the AGM | For Against | ||
10. | To grant a general mandate to the Board to buy back shares of the Company not exceeding 10% of the issued share capital of the Company as at the date of passing of this resolution. | 100% | 0% |
The resolution was duly passed as an ordinary resolution.
11. | To extend, conditional upon the above resolution nos. 9 and 10 being duly passed, the general mandate to allot shares of the Company by adding the aggregate nominal amount of the bought back shares to the general mandate. | 100% | 0% |
The resolution was duly passed as an ordinary resolution.
As at the date of the AGM, the total number of issued and fully paid up shares of the Company was 552,000,000 shares. In relation to all resolutions proposed at the AGM, the total number of shares entitling the holders to attend and vote for or against the resolutions at the AGM was
552,000,000 shares.
There were no shares entitling the holders to attend and abstain from voting in favour of the resolutions at the AGM as set out in Rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") and there were no shares requiring the holders to abstain from voting at the AGM under the Listing Rules.
Computershare Hong Kong Investor Services Limited, the Share Registrar of the Company, acted as scrutineer for the poll at the AGM.
Shareholders may refer to the Circular for details of the above resolutions proposed at the AGM. The Circular may be viewed and downloaded from the Company's official website for corporate communication at http://www.dongwucement.com or the website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk.
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(2) APPOINTMENT OF EXECUTIVE DIRECTOR
The Board is pleased to announce that Mr. Ling Chao ("Mr. Ling") was appointed as an executive Director of the Company at the AGM.
The biographies of Mr. Ling can be found in the Circular. As at the date of this announcement, all other information already disclosed in the Circular in relation to the appointment of Mr. Ling as required by the Listing Rules remain unchanged.
The Board hereby welcome Mr. Ling for joining to the Board.
By Order of the Board
Chairman
Hong Kong, 28 May 2015
As at the date of this announcement, the Board comprises Ms. Xie Yingxia, Mr. Jin Chungen and Mr. Ling Chao as executive Directors, Mr. Tseung Hok Ming as non-executive Director and Mr. Cao Guoqi, Mr. Cao Kuangyu and Mr. Lee Ho Yiu Thomas as independent non-executive Directors.
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