WUMART STORES INC 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.
北京物美商業集團股份有限公司
WUMART STORES, INC.(A joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock code: 01025) POLL RESULTS OF 2015 FIRST DOMESTIC SHAREHOLDERS' CLASS MEETING, 2015 FIRST H SHAREHOLDERS' CLASS MEETING AND 2014 ANNUAL GENERAL MEETINGThe Board is pleased to announce that the resolution set out in the notice of Domestic Shareholders' Class Meeting was duly passed at the Domestic Shareholders' Class Meeting held on 26 June 2015, the resolution set out in the notice of H Shareholders' Class Meeting was duly passed at the H Shareholders' Class Meeting held on 26 June 2015 and all of the resolutions set out in the notice of AGM were duly passed at the AGM held on 26 June 2015.
THE POLL RESULT OF DOMESTIC SHAREHOLDERS' CLASS MEETING
Reference is made to the Company's notice of 2015 first Domestic Shareholders' Class Meeting dated
8 May 2015 (the "Notice of Domestic Shareholders' Class Meeting"). Capitalised terms used in this announcement shall have the same meanings as those defined in the Notice of Domestic Shareholders' Class Meeting.
The Board is pleased to announce that the resolution set out in the Notice of Domestic Shareholders' Class Meeting was passed by way of poll at the Domestic Shareholders' Class Meeting of the Company held at the Board Meeting Room, Wumart Commercial Building, 158-1 West 4th Ring North Road, Haidian District, Beijing, the PRC on 26 June 2015.
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The poll result of Domestic Shareholders' Class Meeting was as follows:
I | As Special Resolution | Number of Votes (% of effective voting rights) | |
I | As Special Resolution | For Against | |
1. | To consider and, if thought fit, approve the general mandate to repurchase H Shares. | 750,976,116 (100%) | Nil (0%) |
As at the date of the Domestic Shareholders' Class Meeting, the total number of shares in issue of the
Company was 1,287,544,116, comprising 750,976,116 Domestic Shares.
The number of shares entitling the holders to attend the Domestic Shareholders' Class Meeting and vote for or against the above resolution was 750,976,116, and the number of shares entitling the holders to vote against the resolution only was nil.
As more than two-thirds of the effective votes (in respect of the special resolution) attaching to the shares held by the Shareholders of the Company present in person or by proxy at the Domestic Shareholders' Class Meeting were cast in favour of the above resolution, such resolution set out in the Notice of Domestic Shareholders' Class Meeting was duly passed.
Reference is made to the Company's notice of 2015 first H Shareholders' Class Meeting dated 8 May
2015 (the "Notice of H Shareholders' Class Meeting"). Capitalised terms used in this announcement shall have the same meanings as those defined in the Notice of H Shareholders' Class Meeting.
The Board is pleased to announce that the resolution set out in the Notice of H Shareholders' Class Meeting was passed by way of poll at the H Shareholders' Class Meeting of the Company held at the Board Meeting Room, Wumart Commercial Building, 158-1 West 4th Ring North Road, Haidian District, Beijing, the PRC on 26 June 2015.
The poll result of H Shareholders' Class Meeting was as follows:
I | As Special Resolution | Number of Votes (% of effective voting rights) | |
I | As Special Resolution | For Against | |
1. | To consider and, if thought fit, approve the general mandate to repurchase H Shares. | 310,961,331 (100%) | Nil (0%) |
As at the date of the H Shareholders' Class Meeting, the total number of shares in issue of the
Company was 1,287,544,116, comprising 536,568,000 H Shares.
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The number of shares entitling the holders to attend the H Shareholders' Class Meeting and vote for or against the above resolution was 536,568,000, and the number of shares entitling the holders to vote against the above resolution only was nil.
As more than two-thirds of the effective votes (in respect of the special resolution) attaching to the shares held by the Shareholders of the Company present in person or by proxy at the H Shareholders' Class Meeting were cast in favour of the resolution, such resolution set out in the Notice of H Shareholders' Class Meeting was duly passed.
Reference is made to the Company's notice of 2013 annual general meeting dated 8 May 2015 (the "Notice of AGM"). Capitalised terms used in this announcement shall have the same meanings as those defined in the Notice of AGM.
The Board is pleased to announce that all of the resolutions set out in the Notice of AGM were passed by way of poll at the AGM of the Company held at the Board Meeting Room, Wumart Commercial Building, 158-1 West 4th Ring North Road, Haidian District, Beijing, the PRC on 26
June 2015.
The poll results of AGM were as follows:
I | As Ordinary Resolutions | Number of Votes (% of effective voting rights) | |
I | As Ordinary Resolutions | For Against | |
1. | To consider and, if thought fit, approve the audited consolidated financial statements of the Company and its subsidiaries for the year 2014 and the independent auditor's report thereon. | 1,069,551,422 (100%) | Nil (0%) |
2. | To consider and, if thought fit, approve the proposal of the Company not to pay any final dividend to the Shareholders for the year 2014. | 1,069,640,422 (100%) | Nil (0%) |
3. | To consider and, if thought fit, approve the report of the board of directors of the Company (the "Board") for the year 2014. | 1,069,551,422 (100%) | Nil (0%) |
4. | To consider and, if thought fit, approve the report of the supervisory committee of the Company for the year 2013. | 1,069,551,422 (100%) | Nil (0%) |
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I | As Ordinary Resolutions | Number of Votes (% of effective voting rights) | |
I | As Ordinary Resolutions | For Against | |
5. | To consider and, if thought fit, approve the Company to re- appoint Deloitte Touche Tohmatsu Certified Public Accountants LLP and Deloitte Touche Tohmatsu as the Company's PRC and international auditors, respectively, for a term expiring upon the conclusion of the 2014 annual general meeting of the Company and to authorise the Board to fix their remuneration in accordance with the actual work performed by the auditors and market conditions. | 1,069,640,422 (100%) | Nil (0%) |
II | As Special Resolutions | Number of Votes (% of effective voting rights) | |
II | As Special Resolutions | For Against | |
6. | To consider and, if thought fit, approve the general mandate to repurchase the overseas-listed foreign invested shares of the Company (the "H Shares"). | 1,069,640,422 (100%) | Nil (0%) |
7. | To consider and, if thought fit, approve the Company to issue additional overseas-listed foreign invested shares ("H Shares") and additional Domestic Shares in the capital of the Company ("Additional Shares") and to grant the Board a general mandate ("general mandate") for the exercise. | 782,023,728 (73.11%) | 287,616,694 (26.89%) |
As at the date of the AGM, the total number of shares in issue of the Company was 1,287,544,116, comprising 750,976,116 Domestic Shares and 536,568,000 H Shares.
The number of shares entitling the holders to attend the AGM and vote for or against the above resolutions was 1,287,544,116, and the number of shares entitling the holders to vote against the above resolutions only was nil.
As more than one-half of the effective votes (in respect of the ordinary resolutions) and more than two-thirds of the effective votes (in respect of each of the special resolutions) attaching to the shares held by the Shareholders of the Company present in person or by proxy at the AGM were cast in favour of each of the above resolutions respectively, all such resolutions set out in the Notice of AGM were duly passed.
Messrs. Deloitte Touche Tohmatsu, the auditor of the Company, have acted as the scrutineer and compared the poll results summary to the poll forms collected and provided by the Company. The work performed by Messrs. Deloitte Touche Tohmatsu in this respect did not constitute an assurance engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review
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Engagements or Hong Kong Standards on Assurance Engagements issued by the Hong Kong Institute of Certified Public Accountants nor did it include provision of any assurance or advice on matters of legal interpretation or entitlement to vote.
By Order of the Board Wumart Stores, Inc. Dr. Meng Jin-xian Chairman
Beijing, the PRC
26 June 2015
As at the date of this announcement, the Board comprises Madam Xu Ying, Mr. Xu Shao-chuan and Dr. Yu Jian-bo as executive Directors, Dr. Meng Jin-xian as non-executive Director, and Mr. Li Lu- an, Mr. Lu Jiang and Mr. Wang Jun-yan as independent non-executive Directors.
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