----------------------------------------------------------------------------------------------------------------------------------------------
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE
ATTENTION
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If you are in doubt as to any aspect of this
circular or as to the action to be taken, you should consult your
stockbroker or other registered dealer in securities, bank manager,
solicitor, professional accountants or other professional
adviser.
If you have sold or
transferred all your shares in Zhejiang Expressway
Co., Ltd., you should at once hand this
circular with the accompanying form of proxy to the purchaser or
the transferee or to the bank, stockbroker or other agent through
whom the sale or transfer was effected for transmission to the
purchaser or the transferee.
Hong Kong Exchanges and Clearing Limited and The Stock Exchange
of Hong Kong Limited take no responsibility for the contents
of this circular, 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 circular.
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ZHEJIANG EXPRESSWAY CO., LTD.
(A joint stock limited company incorporated in the People's Republic of China with limited
liability)
(Stock code: 0576)
(1) PROPOSED
CHANGES IN DIRECTORS
AND
(2) NOTICE
OF EXTRAORDINARY
GENERAL MEETING
----------------------------------------------------------------------------------------------------------------------------------------------
A notice for convening the extraordinary general meeting
(the "EGM") of the Company to be held at 10 a.m. on Monday, 2 April
2018 at 5/F, No. 2 Mingzhu International Business
Center, 199 Wuxing Road, Hangzhou City, Zhejiang Province, the People's Republic of China is set out on
pages 8 to 10 of this circular.
A form of proxy for use at the EGM is enclosed. Whether or not
you are able to attend the meeting in person, you are
requested to complete and return the accompanying form of proxy in
accordance with the instructions printed thereon. In case of H
Shares, the proxy form shall be lodged with the Company's H Shares
Registrar, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road
East, Wanchai, Hong Kong, not less
than 24 hours before the time for holding the EGM (i.e. by no
later than 10 a.m. on 1 April 2018) (or any adjournment thereof).
Completion and delivery of the form of proxy will not preclude you
from attending and voting in person at the EGM or any adjournment
thereof should you so wish.
15 February
2018
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CONTENT
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Definitions
Letter from the Board
Appendix I - Profiles of the
Directors proposed to be appointed
Notice of EGM
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DEFINITIONS
--------------------------------------------------------------------------------------------------------------------------------------------
In this circular, unless
the context specifies otherwise,
the following expressions
shall have the meanings
stated below:
"Articles of Association" |
the articles of association of the Company |
"Audit Committee" |
the audit committee of the Company |
"Board" |
the board of Directors |
"Circular" |
this circular to the Shareholders |
"Company |
Zhejiang Expressway Co., Ltd., a joint stock limited company
incorporated in the PRC with limited liability |
"Director(s)" |
the director(s) of the Company |
"EGM" |
the extraordinary general meeting of the Shareholders to be held at
10 a.m. on Monday, 2 April 2018 at 5/F, No. 2 Mingzhu International
Business Center, 199 Wuxing Road, Hangzhou City, Zhejiang Province,
the PRC, the notice of which is set out on pages 8 to 10 of this
Circular |
"Group" |
the Company and its subsidiaries |
"H Shares" |
overseas listed foreign shares in the share capital of the Company
with a nominal value of RMB1 per share, which are listed on
the Main Board of the Stock Exchange |
"Hong Kong" |
the Hong Kong Special Administrative Region of the PRC |
"Latest Practicable Date" |
9 February 2018, being the latest practicable date for ascertaining
certain information in this Circular |
"Listing Rules" |
Rules Governing the Listing of Securities on the Stock
Exchange |
"Mr. Chen" |
Mr. CHEN Bin |
"Mr. Wang" |
Mr. WANG Dongjie |
"Mr. Zhan" |
Mr. ZHAN Xiaozhang |
"Mr. Zhou" |
Mr. ZHOU Jun |
"Nomination Committee" |
the nomination committee of the Company |
"PRC" |
the People's Republic of China (for the purpose of this Circular,
excludes Hong Kong, Macau and Taiwan) |
"Remuneration Committee" |
the remuneration committee of the Company |
"RMB" |
Renminbi, the lawful currency of the PRC |
"SFO" |
Securities and Futures Ordinance (Chapter 571 of the Laws of Hong
Kong) |
"Shareholder(s)" |
holder(s) of the share(s) of the Company |
"Stock Exchange" |
The Stock Exchange of Hong Kong Limited |
"Strategic Committee" |
the strategic committee of the Company |
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LETTER FROM THE BOARD
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ZHEJIANG EXPRESSWAY CO., LTD.
(A joint stock limited company incorporated in the People's Republic of China with limited
liability)
(Stock code: 0576)
Executive
Directors:
Mr. Zhan Xiaozhang (Chairman)
Mr. Cheng Tao
Ms. Luo Jianhu |
Registered office in the PRC:
12th Floor, Block A
Dragon Century Plaza
1 Hangda Road
Hangzhou
Zhejiang Province 310007
The People's Republic of China |
|
|
Non-executive Directors:
Mr. Wang Dongjie
Mr. Dai Benmeng |
|
|
|
Independent Non-executive Directors:
Mr. Zhou Jun
Mr. Pei Ker-Wei
Ms. Lee Wai Tsang, Rosa |
|
15 February
2018
To the Shareholders
Dear Sir or Madam,
(1)
PROPOSED CHANGES IN
DIRECTORS
AND
(2) NOTICE
OF EXTRAORDINARY
GENERAL MEETING
1. INTRODUCTION
The purpose of this Circular is, among other things, to give you
notice of the EGM and to provide you with information in relation
to resolutions to be proposed at the EGM to enable you to
make an informed decision on whether to vote for or against the
resolutions at the EGM.
2. PROPOSED CHANGES IN
DIRECTORS
Reference is made to the announcement of the Company dated
December 22, 2017, in relation to the
resignation of Mr. Zhou Jianping as
a non-executive director, a member of the Audit Committee and
Remuneration Committee of the Company. Reference is also made to
the announcement of the Company dated February 14, 2018, in relation to the resignation
of Mr. Zhan, Mr. Wang and Mr. Zhou as an executive director,
non-executive director and independent non-executive director of
the Company, respectively.
According to the Articles of Association, new Directors need to
be elected at a Shareholders' meeting. Before new Directors are
considered and approved by the Shareholders, Mr. Zhan, Mr. Wang and
Mr. Zhou will continue to be Directors and perform their duties.
Mr. Zhan, Mr. Wang and Mr. Zhou have confirmed that they have no
disagreement with the Board and there is no other matter in
relation to their resignation applications that needs to be
brought to the attention of the Stock Exchange, the
Shareholders and the creditors of the Company.
The Company has selected suitable candidates to fill the
vacancies according to relevant requirements. The Board has
resolved to propose Mr. Yu Zhihong,
Mr. Yu Ji and Mr. Yu Qunli to
be appointed as non-executive Directors and Mr. Chen to be
appointed as an independent non-executive Director. The proposed
appointments will be submitted to the EGM for the election of
the proposed new Directors. Such proposed appointments shall become
effective subject to Shareholders' approval at the EGM and the term
of the office of the proposed new Directors will end on the date of
expiry of the term of the seventh session of the Board,
being 30 June 2018.
Details of changes in the membership of the Board committees
will be reflected in the list of directors announcement of
the Company after the EGM.
Biographical details of each of the candidates proposed to be
appointed as Directors at the EGM are set out in Appendix I to this
Circular.
3. DIRECTORS' EMOLUMENT AND
SERVICE CONTRACTS
Non-executive Directors and independent non-executive Directors
do not receive any fixed remunerations from the Company,
though all non-executive Directors and independent non-executive
Directors are provided with allowances that are subject to their
levels of participation in the Company's meetings as
determined by the Board at their discretion and there
are no applicable scale for determining such remuneration.
If Mr. Yu Zhihong, Mr.
Yu Ji, Mr. Yu Qunli and Mr. Chen are
appointed as Directors at the EGM, each of them will enter
into a service contract with the Company upon their
appointment.
4. CLOSURE OF REGISTER OF
MEMBERS
For the purpose of determining the Shareholders' entitlement to
attend and vote at the EGM, the register of members holding H
Shares of the Company will be closed from 3
March 2018 to 1 April
2018 (both days inclusive). Holders of H Shares
who intend to attend and vote at the EGM must
deliver all transfer instruments and the relevant share
certificates to Hong Kong Registrars Limited at Rooms
1712-1716, 17/F, Hopewell Center, 183 Queen's Road East, Wanchai,
Hong Kong, at or before
4:30 p.m. on 2
March 2018. For the
purpose of the EGM, the record date is 13 March 2018.
5. EGM
You will find on pages 8 to 10 of this circular a
notice of the EGM to be held at 10 a.m. on
Monday, 2 April 2018 at 5/F, No.
2 Mingzhu International Business Center, 199 Wuxing
Road, Hangzhou City, Zhejiang Province, the People's Republic of China.
A form of proxy for use at the EGM is
enclosed. Whether or not you are able to attend
the meeting in person, you are requested to complete
and return the accompanying form of proxy in accordance
with the instructions printed thereon. In case of H Shares, the
proxy form shall be lodged with the Company's H Shares Registrar,
Hong Kong Registrars Limited, at 17M
Floor, Hopewell Centre, 183 Queen's Road East, Wanchai,
Hong Kong, not less than 24 hours
before the time for holding the EGM (i.e. by no later than
10 a.m. on 1
April 2018) (or any adjournment thereof). Completion and
delivery of the form of proxy will not preclude you from attending
and voting in person at the EGM or any adjournment thereof should
you so wish.
6. RESPONSIBILITY STATEMENT
This Circular, for which the Directors collectively and
individually accept full responsibility, includes particulars given
in compliance with the Listing Rules for the
purpose of giving information with regard
to the Company. The Directors, having made all reasonable
enquiries, confirm that to the best of their knowledge
and belief the information contained in this
Circular is accurate and complete in all material respects and not
misleading or deceptive, and there are no other matters
the omission of which would make any statement herein or this
Circular misleading.
7. RECOMMENDATION
The Directors (including the independent non-executive
Directors) consider that the proposed resolutions set out above are
in the interests of the Company and the Shareholders as a whole.
Accordingly, the Directors (including the independent non-executive
Directors) recommend the Shareholders to vote in favour of all the
relevant resolutions to be proposed at the EGM.
Yours faithfully,
For and on behalf of
Zhejiang Expressway Co., Ltd.
Zhan Xiaozhang
Chairman
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APPENDIX I - PROFILES OF THE DIRECTORS PROPOSED TO BE APPOINTED
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The proposed candidates to be appointed as Directors at the EGM
are nominated by the Nomination Committee. The profiles of the
candidates nominated are as follows:
Candidates of Non-executive
Directors
Mr. Yu Zhihong, born in
April 1964, is a graduate from the
Department of Electro-mechanic Engineering, Zhejiang University, and holds a Master's
Degree in management from the Management Institute of Zhejiang University. Starting from 1985, Mr.
Yu Zhihong worked at Xiushui Town of
Jiaxing City as Deputy Manager of Township Industrial Company and
Deputy Head of Township, from 1987 at Central District of Jiaxing
City as Secretary to District Office, Secretary of the Youth
League, Deputy Party Secretary and Party Secretary of Tanghui Town,
from 1995 working as Deputy Director, Deputy Party Secretary,
Director and then Party Secretary of Management Committee for the
Economic Development Zone of Jiaxing City, from 2005 as Party
Secretary of Haining City and as Member of Party Standing Committee
of Jiaxing City, from 2010 as Deputy Mayor of Hangzhou City, Party Secretary of Qianjiang
New Development Zone's Construction Committee, and then Party
Secretary of Xiaoshan District, Member of Party Standing Committee
of Hangzhou City, before he
became the Deputy Party Secretary and then Mayor of Shaoxing City
in 2013. Mr. Yu
Zhihong assumed the position of Chairman and Party Secretary
of Zhejiang Communications Investment Group Co., Ltd. since 2016,
and became Member of Provincial Party Committee since
June 2017.
Mr. Yu Ji, born in December 1975, is an engineer. He graduated from
Zhejiang University with a
Master's Degree in Structure Engineering. Mr. Yu Ji began his career at Jinwen Railroad
Engineering Construction Project Management Division (Qingtian
County Lianggang section) and General Headquarter from 1996,
worked at Zhejiang Local Railroad Survey and Design Bureau and
Zhejiang Tiezi Engineering Co., Ltd. from 1998, and became a
Structure Design Engineer at Zhejiang Urban Construction
Design and Research Institute from 2005. Starting from 2007,
Mr. Yu Ji worked as staff, Deputy
Manager and then Manager at Project Management Department of
Zhejiang Railroad Investment Group Co., Ltd., and became General
Manager of Railroad Project Department in 2015, Manager of
Communications Investment Department of Zhejiang Communications
Investment Group Co., Ltd. in 2016.
Since 2018, Mr. Yu Ji became
General Manager of Strategic Development and Legal Affairs
Department of Zhejiang Communications Investment Group Co.,
Ltd.
Mr. Yu Qunli, born in April 1968,
graduated from Xi'an Roadway Institute with a Bachelor's Degree in
Roads and Bridges Engineering. Mr. Yu Qunli also holds a Master's
Degree in Structure Engineering and a MBA Degree
in Business Administration, both from Zhejiang University. Mr. Yu Qunli started his
career in 1990 at Zhejiang Provincial Roads and
Bridges Bureau and Zhejiang Communications Engineering Construction
Group Co., moved to Zhejiang Communications Engineering Group Co.,
Ltd. in 2000, and to Zhejiang Communications Investment Group Co.,
Ltd. in 2002. Starting from 2005, Mr. Yu Qunli served
as Deputy General Manager at Zhejiang Zhoushan Continent to
Island Construction Expressway Co., Ltd., and from 2006, as Deputy
General Manager at Zhejiang Ningbo Yongtaiwen Expressway Co.,
Ltd. and Zhejiang Zhoushan Bay Bridge Co., Ltd. Beginning from
2010, Mr. Yu Qunli served as Deputy Manager of Safety Management
Department and Manager of Safety Monitoring Management Department
at Zhejiang Communications Investment Group Co., Ltd. He served as
General Manager at Zhejiang Ningbo Yongtaiwen Expressway Co., Ltd.
in 2013, and as General Manager at Zhejiang Taizhou
Expressway Co., Ltd. and Zhejiang Zhoushan Bay Bridge
Co., Ltd. Since 2015, Mr. Yu Qunli served as General
Manager of Expressway Operations Management Department at Zhejiang
Communications Investment Group Co., Ltd., and as General Manager
at Communications Operations Management Department since 2016.
Candidate of Independent Non-executive
Director
Mr. Chen Bin, born in August 1967,
is a graduate from University of South
China in computer science. He also holds a second Bachelor's
degree from Chongqing University
in management engineering. Mr. Chen worked at Tianshi Network
Company of TCL Group as Deputy General Manager from 1998 to 2004,
at Webex Group as General Manager of China Investment from 2005 to
2006, and at Cybernaut China Investment Fund as Senior Partner from
2007 to 2008. Mr. Chen became Chief Executive and Funding Partner
of Zhejiang Cybernaut Investment Management Co., Ltd. since 2008.
Mr. Chen also serves as Director at Sundy Land Investment Co.,
Ltd., (a company listed on Shanghai Stock Exchange, SH Stock Code:
600077) and Shenzhen Fountain Corporation (a company listed on
Shenzhen Stock Exchange, SZ Stock Code: 000005).
Other information
The term of office of the proposed new Directors will end on the
date of expiry of the term of the seventh session of the
Board, being 30 June 2018.
Save as disclosed in the above, as at the Latest Practicable
Date, the proposed candidates to be
appointed as Directors at the EGM had not held any
other directorships in any listed public companies in
Hong Kong or overseas, in the last
three years nor any other positions with the Group. Furthermore, as
at the Latest Practicable Date, none of the proposed candidates to
be appointed as Directors at the EGM has any relationships with any
Directors, senior management or substantial or controlling
shareholders of the Company. None of the proposed candidates
to be appointed as Directors at the EGM has any
interest in the shares of the Company or its associated corporation
within the meaning of Part XV of the SFO.
Save as disclosed herein, as at the Latest Practicable Date,
there were no other matters relating to the proposed candidates to
be appointed as Directors at the EGM that need to be brought to the
attention of the Shareholders nor was there any information to
be disclosed pursuant to any of the requirements of Rule
13.51(2)(h) to (v) of the Listing Rules.
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NOTICE OF EGM
----------------------------------------------------------------------------------------------------------------------------------------------
ZHEJIANG EXPRESSWAY CO., LTD.
(A joint stock limited company incorporated in the People's Republic of China with limited
liability)
(Stock code: 0576)
NOTICE OF
EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN
that the extraordinary general meeting (the "EGM") of
Zhejiang Expressway Co., Ltd. (the "Company") will be held
at 10 a.m. on Monday, 2
April 2018 at 5/F, No. 2 Mingzhu International Business
Center, 199 Wuxing Road, Hangzhou
City, Zhejiang Province,
the People's Republic of China
(the "PRC"), for the purpose of considering and, if thought
fit, passing with or without modification or amendment the
following resolutions:
AS ORDINARY
RESOLUTIONS
1. to elect Mr. Yu Zhihong as a
non-executive director of the Company, and to consider and
approve his allowance package;
2. to elect Mr. Yu Ji as a
non-executive director of the Company, and to consider and approve
his allowance package;
3. to elect Mr. Yu Qunli as a non-executive director of the
Company, and to consider and approve his allowance
package;
4. to elect Mr. Chen Bin as an independent non-executive
director of the Company, and to consider and
approve his allowance package; and
5. to authorise the board of directors of the Company to
approve the proposed directors' service contracts and all other
relevant documents and to authorise any one
executive director of the Company to sign such contracts and other
relevant documents for and on behalf of the Company and to take all
necessary actions in connection therewith.
By order of the
Board
Zhejiang Expressway Co., Ltd.
Tony
Zheng
Company
Secretary
Hangzhou, PRC
15 February 2018
Notes:
1. Registration procedures for
attending the EGM
(a) Holders of H shares of the Company ("H
Shares") and domestic shares of the Company
("Domestic Shares") intending to attend the EGM
should return the reply slip for attending the EGM
to the Company by post or by facsimile (address
and facsimile numbers are shown in paragraph 5(b)
below) such that the same shall be received by the
Company on or before 12 March
2018.
(b) A shareholder or his/her/its proxy should produce
proof of identity when attending the EGM. If a corporate
shareholder appoints its legal representative to attend
the meeting, such legal representative
shall produce proof of identity and a copy of the resolution of
the board of directors or other governing
body of such shareholder appointing such legal representative to
attend the meeting.
2. Proxy
(a) A shareholder eligible to attend and vote at the EGM
is entitled to appoint, in written form, one or more proxies to
attend and vote at the EGM on behalf of him/her/it. A proxy need
not be a shareholder of the Company.
(b) A proxy shall be appointed by a written instrument
signed by the appointor or an attorney authorized by him/her/it for
such purpose. If the appointor is a corporation, the
same shall be affixed with the seal of such
corporation, or signed by its director(s) or duly authorized
representative(s). If the instrument appointing a proxy is signed
by a person authorized by the appointor, the power of attorney or
other authorization document(s) shall be notarized.
(c) To be valid, the power of attorney or other
authorization document(s) (which have been
notarized) together with the completed form of proxy must
be delivered, in the case of holders
of Domestic Shares, to the Company at the address shown
in paragraph 5(b) below and, in the case of holders of H
Shares, to Hong Kong Registrars Limited at 17M Floor, Hopewell
Center, 183 Queen's Road East, Wanchai, Hong Kong, at least 24
hours before the time designated for holding of the
EGM (i.e. by no later than 10 a.m. on
1 April 2018).
(d) Any vote of the shareholders of the
Company present in person or by proxy at
the EGM must be taken by poll.
3. Book closing period
For the purpose of the EGM, the register of members holding
H Shares will be closed from 3 March 2018 to 1 April 2018 (both days inclusive).
4. Last Day of Transfer and Record
Date
Holders of H Shares who intend to attend the EGM must deliver
all transfer instruments and the relevant shares certificates to
Hong Kong Registrars Limited at Rooms 1712-1716, 17/F,
Hopewell Center, 183 Queen's Road East, Hong Kong, at or before 4:30 p.m. on 2 March
2018.
For the purpose of the EGM, the record date will be 13 March 2018.
5. Miscellaneous
(a) The EGM will not last for more than one day.
Shareholders who attend shall bear their own traveling and
accommodation expenses.
(b) The principal place of business of the Company in the
PRC is:
5/F, No. 2 Mingzhu International Business Center
199 Wuxing Road
Hangzhou City, Zhejiang Province
People's Republic of China
310020
Telephone No.: (+86)-571-8798 7700
Facsimile No.: (+86)-571-8795 0329
As at the date of this notice, the
executive directors of the Company are: Mr. ZHAN Xiaozhang, Mr.
CHENG Tao and Ms. LUO Jianhu; the non-executive directors of the
Company are: Mr. WANG Dongjie and Mr. DAI Benmeng; and the
independent non-executive directors of the Company are: Mr. ZHOU
Jun, Mr. PEI Ker-Wei and Ms. LEE Wai Tsang, Rosa.
ZHEJIANG EXPRESSWAY CO.,
LTD.
(A joint stock limited company incorporated in the People's Republic of China with limited
liability)
(Stock code: 0576)
PROXY FORM FOR
EXTRAORDINARY GENERAL MEETING
Number of Shares related to this proxy form (Note
1) H Shares/Domestic Shares*
I/We _______________________ (Note 2)
of _____________________ being the holder(s)
of (Note 1)_______________ H
Share(s)/Domestic Share(s)* of Zhejiang Expressway Co., Ltd. (the
"Company"), now appoint (Note 3) ________________ (I.D.
No.: _________________ of ___________________/ the
Chairman of the meeting as my (our) proxy, to attend and vote on my
(our) behalf in respect of the resolution in accordance with
the instruction(s) below at the extraordinary
general meeting of the Company (the "EGM")
to be held at 10 a.m. on
Monday, 2 April 2018 at 5/F,
No. 2 Mingzhu International Business Center, 199 Wuxing Road,
Hangzhou City, Zhejiang Province, the People's Republic
of China (the "PRC"), for the purpose
of considering and, if thought fit, passing the
resolution as set out in the notice convening the EGM. In the
absence of any indication, the proxy may vote for or against
the resolution at his own discretion (note 4).
Ordinary Resolutions |
For (Note 4) |
Against (Note 4) |
to elect Mr. Yu Zhihong as a non-executive director of the
Company, and to consider and approve his allowance
package; |
|
|
to elect Mr. Yu Ji as a non-executive director of the Company, and
to consider and approve his allowance package; |
|
|
to elect Mr. Yu Qunli as a non-executive director of the Company,
and to consider and approve his allowance package; |
|
|
to elect Mr. Chen Bin as an independent non-executive director of
the Company, and to consider and approve his allowance package;
and |
|
|
to authorise the board of directors of the Company to approve the
proposed directors' service contracts and all other relevant
documents and to authorise any one executive director of the
Company to sign such contracts and other relevant documents for and
on behalf of the Company and to take all necessary actions in
connection therewith. |
|
|
Date: ______________________,
2018
Signature (Note 5):
________________________
Notes:
1. Please insert the number of share(s) registered in your
name(s) relating to this form of proxy. If no number is
inserted, this proxy form will be deemed to relate to all of the
shares in the capital of the Company registered in your
name(s).
2. Please insert full name(s) and address(es)
in BLOCK LETTERS.
3. Please insert the name and address of your proxy. If
this is left blank, the chairman
of the EGM will act as your proxy.
Proxies may not be member(s) of the Company and may be appointed to
attend and vote in the EGM provided that such
proxies must attend the EGM in person on your behalf. Any
alteration made to this proxy form must be signed by
the signatory.
4. Please insert the number of share(s) you wish
to vote for or against the resolution
in the appropriate boxes. In the absence of
any such indication, the proxy may vote or abstain from voting at
his discretion.
5. This form of proxy must be signed under hand by you or
your attorney duly authorized in that behalf. If the appointor is a
corporation, this form must be affixed with its common seal or
signed by its director(s) or duly authorized representative(s).
6. This form of proxy together with the power of attorney
or any other authorization document(s) which have been
notarized, must be delivered, in the case of a holder of domestic
share(s), to the Company at 5/F, No.
2 Mingzhu International Business Center, 199 Wuxing
Road, Hangzhou City, Zhejiang Province, 310020, the PRC, and in the
case of a holder of H share(s), to Hong Kong Registrars
Limited at 17M Floor, Hopewell Center, 183
Queen's Road East, Wanchai, Hong Kong, at least 24 hours
before the time designated for the holding of the EGM (i.e. by no
later than 10 a.m. on 1 April 2018).
* Please delete as appropriate.
ZHEJIANG EXPRESSWAY CO., LTD.
(A joint stock limited company incorporated in the People's Republic of China with limited
liability)
(Stock code: 0576)
Reply Slip for
Extraordinary General Meeting
I (We)________________ of __________________,
telephone number: ______________ and fax
number: ___________________, being the holder(s) of
___________________ H Share(s)/Domestic Share(s)* of Zhejiang
Expressway Co., Ltd. (the "Company"), hereby confirm that I
(we) wish to attend or appoint a proxy to attend on
my (our) behalf the extraordinary general meeting of
the Company (the "EGM") to be held at 10 a.m. on Monday, 2 April
2018 at 5/F, No. 2 Mingzhu International
Business Center, 199 Wuxing Road, Hangzhou City, Zhejiang Province, the People's Republic of China (the
"PRC").
Signature: _____________________
Date: ________________ , 2018
Note: Eligible shareholders who wish to attend
the EGM are advised to complete and
return this reply slip to the Company at 5/F,
No. 2 Mingzhu International Business Center, 199
Wuxing Road, Hangzhou City,
Zhejiang Province, the
People's Republic of China by post
or by facsimile (facsimile no.: (+86) -571-8795 0329) such
that the same shall be received
by the Company on or before 12 March
2018. Failure to sign and return this slip, however, will
not preclude an eligible shareholder from
attending the EGM.
* Please delete as appropriate.