Town Health Medical Gp : Announcements and Notices -

E160631491Ann.indd

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.

Town Health International Medical Group Limited

康健國際醫療集團有限公司

(Incorporated in the Cayman Islands and continued in Bermuda with limited liability)

(Stock Code: 3886) POLL RESULTS OF THE ANNUAL GENERAL MEETING

The Board is pleased to announce that all the resolutions as set out in the AGM Notice were duly passed at the AGM held on 17 June 2016.

Reference is made to the circular of Town Health International Medical Group Limited ("Company") dated 29 April 2016 in relation to the proposals for re-election of retiring directors and general mandates to issue shares and to repurchase shares. Unless otherwise specified, capitalised terms used in this announcement shall have the same meanings as those defined in such circular.

The Board is pleased to announce that all the resolutions as set out in the notice convening the AGM dated 29 April 2016 ("AGM Notice") were duly passed as ordinary resolutions of the Company by the Shareholders by way of poll at the AGM held on 17 June 2016.

As at the date of the AGM, there were a total of 7,761,298,452 Shares in issue. No Shareholder has stated in the circular dated 29 April 2016 in connection with the convening of the AGM that he/she/it intended to vote against or would abstain from voting in respect of any resolutions proposed at the AGM. To the best of the Directors' knowledge, information and belief having made all reasonable enquiries, there was no Share entitling the Shareholders to attend and abstain from voting in favour of the resolutions at the AGM and no Shareholder was required to abstain from voting on any of the resolutions proposed at the AGM. As such, there were a total of 7,761,298,452 Shares, representing 100% of the issued share capital of the Company as at the date of the AGM, entitling Shareholders to attend and vote for or against the resolutions proposed at the AGM.

Full text of the resolutions is set out in the AGM Notice. The poll results for those resolutions are as follows:

Ordinary resolutions			Number of Shares (%)
			For	Against
1.	To receive and consider the audited consolidated financial statements of the Company, the report of the Directors and the independent auditor's report for the year ended 31 December 2015.		4,308,690,979 (100%)	0 (0%)
2.	To declare a final dividend for the year ended 31 December 2015.		4,308,690,979 (100%)	0 (0%)
3.	To re-elect the following retiring Directors:
	(a)	Miss Choi Ka Yee, Crystal as an executive Director.	4,305,403,305 (99.92%)	3,287,674 (0.08%)
	(b)	Dr. Cho Kwai Chee as an executive Director.	4,305,403,305 (99.92%)	3,287,674 (0.08%)
	(c)	Dr. Hui Ka Wah, Ronnie, JP as an executive Director.	4,305,403,305 (99.92%)	3,287,674 (0.08%)
	(d)	Dr. Choi Chee Ming, GBS, JP as a non-executive Director.	4,305,403,305 (99.92%)	3,287,674 (0.08%)
	(e)	Mr. Ho Kwok Wah, George, MH as an independent non- executive Director.	4,302,797,664 (99.86%)	5,893,315 (0.14%)
	(f)	Mr. Tsai Ming-hsing as a non-executive Director.	4,305,403,305 (99.92%)	3,287,674 (0.08%)
	(g)	Mr. Wang John Hong-chiun as an independent non- executive Director.	4,302,874,962 (99.87%)	5,816,017 (0.13%)
4.	To authorise the Board to fix the Directors' remuneration.		4,308,690,979 (100%)	0 (0%)
5.	To re-appoint Deloitte Touche Tohmatsu as the auditors of the Company and authorise the Board to fix their remuneration.		4,308,690,979 (100%)	0 (0%)
6.	To grant a general mandate to the Directors to allot, issue and deal with new Shares not exceeding 20% of the number of issued Shares as described in resolution no. 6 of the AGM Notice.		4,246,128,585 (98.55%)	62,562,394 (1.45%)

Ordinary resolutions		Number of Shares (%)
		For	Against
7.	To grant a general mandate to the Directors to repurchase Shares	4,308,690,979	0
	not exceeding 10% of the number of issued Shares as described in	(100%)	(0%)
	resolution no. 7 of the AGM Notice.
8.	To add the number of Shares repurchased to the number of Shares	4,249,251,110	59,439,869
	that may be issued pursuant to the general mandate granted to the	(98.62%)	(1.38%)
	Directors under resolution no. 6 above as described in resolution
	no. 8 of the AGM Notice.

Note: The number of votes and percentage of the voting as stated above are based on the total number of Shares held by the Shareholders who attended and voted at the AGM in person, by authorised corporate representative or by proxy.

As more than 50% of the votes were cast in favour of the resolutions proposed at the AGM, the resolutions were duly passed by the Shareholders as ordinary resolutions of the Company.

Tricor Tengis Limited, the branch share registrar and transfer office of the Company in Hong Kong, was appointed as the scrutineer for the vote-taking at the AGM.

By Order of the Board

Town Health International Medical Group Limited Lee Chik Yuet

Director

Hong Kong, 17 June 2016

As at the date of this announcement, the executive Directors are Miss Choi Ka Yee, Crystal (Chairperson), Dr. Cho Kwai Chee (Executive Deputy Chairman), Dr. Hui Ka Wah, Ronnie, JP (Chief Executive Officer), Dr. Ip Chun Heng, Wilson, Mr. Lee Chik Yuet and Mr. Wong Seung Ming (Chief Financial Officer); the non-executive Directors are Dr. Choi Chee Ming, GBS, JP (Deputy Chairman), Ms. Fang Haiyan (Deputy Chairperson), Mr. Tsai Ming-hsing (Deputy Chairman) and Mr. Chen Jinhao; and the independent non-executive Directors are Mr. Ho Kwok Wah, George, MH, Mr. Wong Tat Tung, MH, JP, Mr. Yu Xuezhong, Ms. Li Mingqin and Mr. Wang John Hong-chiun.