Zhong An Real Estate : Announcements and Notices - Poll Results of the Annual General Meeting Held on 5 June 2018

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ZHONG AN REAL ESTATE LIMITED

(incorporated in the Cayman Islands with limited liability)

(Stock code: 672)

POLL RESULTS OF THE ANNUAL GENERAL MEETING

HELD ON 5 JUNE 2018

The Board is pleased to announce that all the resolutions as set out in the Notice were duly passed by the Shareholders by way of poll at the AGM held on 5 June 2018.

Reference is made to the circular incorporating the notice (the "Notice") of annual general meeting (the "AGM") of Zhong An Real Estate Limited (the "Company") dated 27 April 2018 (the "Circular") and the Company's announcement dated 3 May 2018 relating to the Notice. Unless the context otherwise requires, capitalized terms used in this announcement shall have the same meanings as those defined in the Circular.

RESULTS OF THE AGM

At the AGM held on 5 June 2018, all proposed resolutions as set out in the Notice were taken by poll.

RSM Hong Kong, Certified Public Accountants, was appointed as the scrutineer at the AGM for the purpose of vote-taking.

As at the date of the AGM, the total number of issued Shares in the Company was 5,817,604,800 Shares, which was the total number of Shares entitling the Shareholders to attend and vote for or against the resolutions at the AGM. There were no Shares entitling the holder to attend and abstain from voting at the AGM in favour of any of the resolutions pursuant to Rule 13.40 of the Listing Rules. No Shareholder was required under the Listing Rules to abstain from voting on any of the resolutions at the AGM. No person has indicated in the Circular that he/she intends to vote against or abstain from voting on any of the resolutions at the AGM.

The Board is pleased to announce that all the proposed resolutions were duly passed by the Shareholders by way of poll at the AGM. The poll results in respect of each of the resolutions were as follows:

Ordinary Resolutions		Number of Votes (%)
		For	Against
1.	To receive and approve the audited consolidated financial statements of the Company and its subsidiaries and the reports of the Directors and the auditors of the Company for the year ended 31 December 2017	4,201,937,674 (99.8905%)	4,605,200 (0.1095%)
2.	(a) To re-elect Ms Wang Shuiyun as executive Director	4,201,937,674 (99.8905%)	4,605,200 (0.1095%)
	(b) To re-elect Mr Zhang Jiangang as executive Director	4,195,877,578 (99.7465%)	10,665,296 (0.2535%)
	(c) To re-elect Ms Shen Li as non-executive Director	4,201,937,674 (99.8905%)	4,605,200 (0.1095%)
	(d) To re-elect Dr Loke Yu (alias Loke Hoi Lam) as independent non-executive Director	4,142,474,600 (98.4769%)	64,068,274 (1.5231%)
	(e) To re-elect Mr Zhang Huaqiao as independent non-executive Director	4,142,474,600 (98.4769%)	64,068,274 (1.5231%)
	(f) To authorise the board of Directors to fix the remuneration of the Directors	4,201,937,674 (99.8905%)	4,605,200 (0.1095%)
3.	To re-appoint Ernst & Young as the auditors of the Company for the year ending 31 December 2018 and authorise the board of Directors to fix their remuneration	4,201,937,674 (99.8905%)	4,605,200 (0.1095%)
4.	To grant a general mandate to the Directors to allot, issue and deal with the unissued shares of HK$0.10 each in the share capital of the Company, the aggregate number of which shall not exceed 20% of the aggregate number of shares in the Company in issue as at the date of passing of this resolution	4,142,312,600 (98.4731%)	64,230,274 (1.5269%)
5.	To grant a general mandate to the Directors to repurchase the Company's shares up to 10% of the aggregate number of shares in the Company in issue as at the date of passing of this resolution	4,201,937,674 (99.8905%)	4,605,200 (0.1095%)
6.	To add the number of shares in the Company bought back by the Company to the general mandate granted to the Directors under resolution no. 4 above	4,142,312,600 (98.4731%)	64,230,274 (1.5269%)

As more than 50% of the votes were cast in favour of each of the resolutions of the AGM, all the resolutions of the AGM were duly passed as ordinary resolutions of the Company.

By Order of the Board Zhong An Real Estate Limited

Shi Kancheng

Chairman

The PRC, 5 June 2018

As at the date of this announcement, the Board comprised five executive Directors, namely Mr Shi Kancheng (Chairman), Ms Wang Shuiyun, Ms Shen Tiaojuan, Mr Zhang Jiangang and Mr Jin Jianrong, one non-executive Director, namely Ms Shen Li, and three independent non-executive Directors, namely Professor Pei Ker Wei, Dr Loke Yu and Mr Zhang Huaqiao.