GCL Poly Energy : Announcements and Notices - Poll Results of Extraordinary General Meeting Held on 5 January 2018

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GCL-Poly Energy Holdings Limited 保利協鑫能源控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 3800)

POLL RESULTS OF EXTRAORDINARY GENERAL MEETING

HELD ON 5 JANUARY 2018

The Board is pleased to announce that the Resolution set out in the Notice was duly passed at the EGM held on 5 January 2018.

Reference is made to the circular (the "Circular") of GCL-Poly Energy Holdings Limited (the "Company") and the notice of the EGM (the "Notice") dated 12 December 2017 in relation to, among other things, the entering into of the Wafer Products Supply Framework Agreement.

Unless the context otherwise requires, capitalised terms used herein will have the same meanings as defined in the Circular.

RESULTS OF THE EGM

The Board is pleased to announce that the resolution set out in the Notice ("Resolution") was duly passed by way of poll at the EGM held on 5 January 2018.

Full text of the Resolution is set out in the Notice. Results of the voting by way of poll by the Independent Shareholders are as follows:

Ordinary resolution		Number of votes (Approximate percentage of total number of votes)		Total number of votes
For	Against
1	(a)To approve the Framework Agreement, the terms thereof and the transactions contemplated thereunder; (b) To approve the annual cap for the maximum aggregate value for the transactions under the Framework Agreement as stated in the Circular; and (c)To authorise any one of the Directors to give effect to the Framework Agreement and the transactions ancillary thereto.	2,647,254,989 (99.9998%)	4,010 (0.0002%)	2,647,258,999

As more than 50% of the votes were cast in favour of the Resolution, the Resolution was duly passed as ordinary resolution of the Company by way of poll.

As at the date of the EGM, there were 18,592,213,207 Shares in issue.

As Mr. Zhu and Mr. Zhu Yufeng have material interests in the transactions contemplated under the Framework Agreement by virtue of their shareholding interest in the GCL System Integration Entities, and Ms. Sun Wei is the vice chairman of Golden Concord Holdings Limited, a company controlled by Mr. Zhu, Mr. Zhu, Mr. Zhu Yufeng and Ms. Sun Wei and their respective associates were required to abstain and have abstained from voting at the EGM. Mr. Zhu and Mr. Zhu Yufeng were deemed to have interest in 6,370,388,156 Shares in aggregate (representing approximately 34.26% of the entire issued share capital of the Company as at the date of the EGM) and Ms. Sun Wei was interested in 5,723,000 (representing approximately 0.03% of the entire issued share capital of the Company as at the date of the EGM). As such, the total number of Shares entitling the Independent Shareholders to attend and vote for or against the Resolution at the EGM was 12,216,102,051 Shares, representing approximately 65.71% of the entire issued share capital of the Company as at the date of the EGM. Save as disclosed above, no other Shareholders were required to abstain from voting on the Resolution at the EGM under the Listing Rules. In addition, there were no Shares entitling the Shareholders to attend and abstain from voting in favour of the Resolution at the EGM as set out in Rule 13.40 of the Listing Rules. No Shareholder has stated his or her intention in the Circular to vote against or abstain from voting on the Resolution at the EGM.

The Company's Hong Kong branch share registrar, Tricor Investor Services Limited, acted as the scrutineer at the EGM for the purpose of vote-taking.

By order of the Board GCL-Poly Energy Holdings Limited 保利協鑫能源控股有限公司

Zhu Gongshan

Chairman

Hong Kong, 5 January 2018

As at the date of this announcement, the executive directors of the Company are Mr. Zhu Gongshan (Chairman), Mr. Zhu Zhanjun, Mr. Ji Jun, Mr. Zhu Yufeng, Ms. Sun Wei, Mr. Yeung Man Chung, Charles, Mr. Jiang Wenwu and Mr. Zheng Xiongjiu; and the independent non-executive directors of the Company are Ir. Dr. Ho Chung Tai, Raymond, Mr. Yip Tai Him, Dr. Shen Wenzhong and Mr. Wong Man Chung, Francis.