Air China Ld POLL RESULTS OF EXTRAORDINARY GENERAL MEETING (7233E)
22 October 2018 - 5:00PM
UK Regulatory
TIDMAIRC
RNS Number : 7233E
Air China Ld
22 October 2018
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.
AIR CHINA LIMITED
(a joint stock limited company incorporated in the People's
Republic of China with limited liability)
(Stock Code: 00753)
POLL RESULTS OF EXTRAORDINARY GENERAL MEETING
Reference is made to the circular (the "Circular") and the
notice (the "Notice") of the Company dated 4 September 2018
containing details of the resolutions proposed at the EGM. Unless
otherwise indicated, capitalised terms used in this announcement
shall have the same meanings as those defined in the Circular.
The Board is pleased to announce that the proposed resolutions
set out in the Notice were duly passed by the Shareholders by way
of poll at the EGM held on Friday, 19 October 2018 at The
Conference Room C713, No. 30, Tianzhu Road, Airport Industrial
Zone, Shunyi District, Beijing, the PRC.
RESULTS OF THE EGM
As at the date of the EGM, the number of total issued shares of
the Company was 14,524,815,185 shares. Shareholders and authorized
proxies holding an aggregate of 11,886,670,594 shares, representing
81.8370% of the total issued share capital of the Company were
present at the EGM.
CNAHC, the controlling shareholder of the Company, and CNACG,
the wholly-owned subsidiary of CNAHC, have a material interest in
resolution no. 1 proposed at the EGM and are required to abstain,
and have abstained, from voting on this resolution. As at the date
of the EGM, CNAHC and CNACG held an aggregate of 7,508,571,617
shares of the Company. Accordingly, the total number of shares
entitling the holders to attend and vote for or against resolution
no.1 was 7,016,243,568 shares, and the total number of shares
entitling the holders to attend and vote for or against resolution
no.2 was 14,524,815,185 shares.
Save as disclosed above, there were no shares the holder of
which is required under the Hong Kong Listing Rules to abstain from
voting on the proposed resolutions at the EGM. There were no shares
entitling the holder to attend and abstain from voting in favour of
the proposed resolutions at the EGM as set out in Rule 13.40 of the
Hong Kong Listing Rules. No parties have stated their intention in
the Circular to vote against the resolutions proposed at the EGM or
to abstain from voting.
The poll results in respect of the resolutions proposed at the
EGM were as follows:
Votes for Shareholders
ORDINARY RESOLUTION For Against Abstain
----------------- ---------------- ------------
To consider and approve the share
transfer agreement dated 30 August
2018 entered into between the
Company and China National Aviation
Capital Holding Co., Ltd. and
the transactions contemplated
thereunder (details of this resolution
1. are set out in the Notice). 4,380,787,637 36,440 274,900
(99.9929%) (0.0008%) (0.0063%)
---------------------------------------- ----------------- ---------------- ------------
As more than 50% of the votes were cast in favour of the above resolution,
this resolution was duly passed as an ordinary resolution.
Votes for Shareholders
-------------------------------------------------
SPECIAL RESOLUTION For Against Abstain
----------------- ---------------- ------------
To consider and approve the amendments
to the articles of association
of the Company as set out in Appendix
II of the circular of the Company
2. dated 4 September 2018. 11,886,357,254 38,240 275,100
(99.9974%) (0.0003%) (0.0023%)
---------------------------------------- ----------------- ---------------- ------------
As more than two-thirds of the votes were cast in favour of the above
resolution, this resolution was duly passed as a special resolution.
Deloitte Touche Tohmatsu was the scrutineer for the vote-taking
at the EGM.
By order of the Board
Air China Limited
Zhou Feng Tam Shuit Mui
Joint Company Secretaries
Beijing, the PRC, 19 October 2018
As at the date of this announcement, the directors of the
Company are Mr. Cai Jianjiang, Mr. Song Zhiyong, Mr. Xue Yasong,
Mr. John Robert Slosar, Mr. Wang Xiaokang*, Mr. Liu Deheng*, Mr.
Stanley Hui Hon-chung* and Mr. Li Dajin*.
* Independent non-executive director of the Company
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END
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