WANDA HOTEL DEVELOPMENT COMPANY 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.
WANDA HOTEL DEVELOPMENT COMPANY LIMITED
(formerly known as Wanda Commercial Properties (Group) Co., Limited
( ) )
(Incorporated in Bermuda with limited liability)
(Stock Code: 169) RESULTS OF THE SGM HELD ON 16 OCTOBER 2014
The Board announces that the resolutions in respect of the Master Australia JV Agreement and the Jewel JV Agreement were duly passed by the Independent Shareholders by way of poll at the SGM held on 16 October 2014.
Reference is made to the circular of the Company dated 29 September 2014 (the "Circular") in relation to, among other things, (1) the connected and major transaction in relation to the formation of joint venture for Real Property Projects in Australia; (2) the connected and discloseable transaction involving the formation of joint venture for the Jewel Project; (3) discloseable transaction involving Subscription of 55% interest in the Jewel Project Co; and (4) major transaction as regards the grant of Options concerning the Jewel Project. Unless otherwise defined, capitalised terms used in this announcement have the same meanings as defined in the Circular.
The Board announces that the resolutions in respect of the Master Australia JV Agreement and the Jewel JV Agreement were duly passed by the Independent Shareholders by way of poll at the SGM held on 16 October 2014.
Tricor Standard Limited, the branch share registrar and transfer office of the Company in Hong Kong, was appointed as the scrutineer for the purpose of vote-taking at the SGM.
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Set out below are the poll results of the resolutions:
1. The entry into by the Company of the Master Australia JV Agreement dated 11 August 2014 (a copy of which has been produced to the meeting and initialled by the chairman of the meeting for the purposes of identification) and the transactions contemplated thereunder be and are hereby approved (terms defined in the circular of the Company dated 29 September 2014 having the same meanings when used in this resolution).
2. The entry into by the Company of the Jewel JV Agreement dated 11 August 2014 (a copy of which has been produced to the meeting and initialled by the chairman of the meeting for the purposes of identification) and the transactions contemplated thereunder be and are hereby approved (terms defined in the circular of the Company dated 29 September 2014 having the
same meanings when used in this resolution).
293,376,879 (100%)
293,376,879 (100%)
0
(0%)
0
(0%)
As at the date of the SGM, the total number of Shares issued is 4,697,346,488 of which 3,055,043,100 Shares (representing approximately 65.04% of the issued share capital of the Company) are held by Wanda Overseas. Wanda Overseas was required and had abstained from voting at the SGM on the resolutions numbered 1 and 2. Save as aforesaid, there were no restrictions on any Shareholders to cast votes on any of the resolutions at the SGM. Accordingly, the total number of Shares held by the Independent Shareholders entitled to attend and vote at the SGM for or against the resolutions numbered 1 and 2 was 1,642,303,388.
None of the Shareholders was entitled to attend and vote only against any of the resolutions at the SGM.
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As more than 50% of the votes cast by the Independent Shareholders were in favour of the resolutions numbered 1 and 2, the resolutions were duly passed by the Independent Shareholders as ordinary resolutions.
Hong Kong, 16 October 2014
By order of the Board
Chairman
As at the date of this announcement, Mr. Ding Benxi (Chairman), Mr. Qi Jie, Mr. Qu Dejun and Mr. Chen Chang Wei are the non-executive Directors; Mr. Liu Chaohui is the executive Director; and Mr. Liu Jipeng, Mr. Xue Yunkui and Mr. Zhang Huaqiao are the independent non-executive Directors.
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