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.

TINGYI (CAYMAN ISLANDS) HOLDING CORP.

康 師 傅 控 股 有 限 公 司*

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 0322)

POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING

HELD ON 13 JUNE 2022

The Board is pleased to announce that the ordinary resolutions proposed at the EGM held on 13 June 2022 were duly passed.

Reference is made to the notice of an extraordinary general meeting (the "EGM") of the Company (the "Notice") and the circular of the Company (the "Circular") both dated 28 April 2022. Unless otherwise defined, capitalised terms used herein shall have the same meanings as those defined in the Circular.

POLL RESULTS

The Board is pleased to announce that the ordinary resolutions set out in the Notice were duly passed by way of poll at the EGM held on 13 June 2022.

As at the date of the EGM, the Company had 5,632,594,360 Shares in issue.

− 1 −

As disclosed in the Circular, Mr. Wei Hong-Ming, Mr. Wei Hong-Chen and their associates were deemed to be interested in 1,906,869,866 Shares, representing approximately 33.85% of the total number of Shares of the Company in issue as at the date of the EGM, were required under the Listing Rules to abstain from voting on the resolutions proposed at the EGM, and they had abstained from voting on the resolutions proposed at the EGM. Accordingly, the total number of Shares held by the Independent Shareholders entitled to attend and vote on the resolutions at the EGM was 3,725,724,494 Shares. There were no Shares entitling the Shareholders only to vote against the resolutions at the EGM.

Details of the poll results in respect of the ordinary resolutions proposed at the EGM were as follow:

NUMBER OF VOTES CAST

TOTAL

(PERCENT OF TOTAL

ORDINARY RESOLUTIONS

NUMBER OF

NUMBER OF VOTES CAST)

VOTES CAST

FOR

AGAINST

1.

To

approve

the

Tingzheng

Supply

3,230,978,369

27,866,335

3,258,844,704

Agreement,

the

transactions

(99.145%)

(0.855%)

contemplated

thereunder

and

the

relevant annual caps

2.

To approve the Marine Vision Supply

3,230,978,369

27,866,335

3,258,844,704

Agreement,

the

transactions

(99.145%)

(0.855%)

contemplated

thereunder

and

the

relevant annual caps

3.

To

approve

the

Ting Tong

Logistics

3,230,978,369

27,866,335

3,258,844,704

Agreement,

the

transactions

(99.145%)

(0.855%)

contemplated

thereunder

and

the

relevant annual caps

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

Following the approvals of the Continuing Connected Transactions by the Independent Shareholders at the EGM, the Company will shortly enter into the Tingzheng Supply Agreement, the Marine Vision Supply Agreement and the Ting Tong Logistics Agreement. The details of such agreements were disclosed in the Circular.

Independent non-executive Directors Mr. Hsu Shin-Chun and Mr. Lee Tiong-Hock attended the EGM.

− 2 −

The company's auditor, Mazars CPA Limited, was appointed as the scrutineer for vote-taking at the EGM.

By Order of the Board

Tingyi (Cayman Islands) Holding Corp.

Ip Pui-Sum

Company Secretary

Hong Kong, 13 June 2022

* For identification purposes only

As at the date of this announcement, Mr. Wei Hong-Ming, Mr. Junichiro Ida, Mr. Wei Hong-Chen, Mr. Koji Shinohara, Mr. Yuko Takahashi and Ms. Tseng Chien are executive Directors of the Company. Mr. Hsu Shin-Chun, Mr. Lee Tiong-Hock and Mr. Hiromu Fukada are independent non-executive Directors of the Company.

− 3 −

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Tingyi (Cayman Islands) Holding Corp. published this content on 13 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 June 2022 09:32:09 UTC.