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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Air China Ld | LSE:AIRC | London | Ordinary Share | CNE1000001S0 | H SHS CNY1 |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 78.8045 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Air Transport, Scheduled | 140.73B | -1.05B | -0.2112 | -3.73 | 3.91B |
From Apr 2019 to Apr 2024
TIDMAIRC
RNS Number : 3843T
Air China Ld
12 October 2017
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION
If you are in doubt as to any aspect of this circular or as to what action to take in relation to this circular, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.
If you have sold or transferred all your shares in Air China Limited, you should at once hand this circular and the revised form of proxy and the notice of attendance 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 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.
AIR CHINA LIMITED
(a joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 00753)
PROPOSED AMMENT TO THE ARTICLES OF ASSOCIATION SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING
This supplemental circular should be read together with the circular of the Company dated 7 September 2017. A letter from the Board is set out on pages 2 to 4 of this supplemental circular.
A supplemental notice convening the EGM to be held at 2:00 p.m. on Friday, 27 October 2017 at The Conference Room C313, No. 30, Tianzhu Road, Airport Industrial Zone, Shunyi District, Beijing, the PRC, is set out on pages 6 to 7 of this supplemental circular. Whether or not you are able to attend and/or vote at the EGM, you are requested to complete and return the accompanying revised form of proxy in accordance with the instructions printed thereon as soon as possible but in any event not less than 24 hours before the time appointed for convening the EGM or any adjournment thereof. Completion and return of the revised form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish.
12 October 2017
CONTENTS
Page
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DEFINITIONS
..............................................................................................................
.......................................... 1
LETTER FROM THE BOARD
..............................................................................................................
.............. 2
Introduction
.....................................................................................................
I. ................................... 2
Proposed Amendment to the Articles
II. of Association ................................................................ 3
EGM
.....................................................................................................
III. ............................................... 5
Recommendations of the Board
IV. .................................................................................................... 5
SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL
MEETING ............................................. 6
DEFINITIONS
In this circular, unless the context otherwise requires, the following expressions have the following meaning:
"Articles of Association" the articles of association
of the Company
"Board" the board of directors of the
Company
"Company" Air China Limited, a company
incorporated in the People's
Republic of China, whose H shares
are listed on the Hong Kong
Stock Exchange as its primary
listing venue and on the Official
List of the UK Listing Authority
as its secondary listing venue,
and whose A shares are listed
on the Shanghai Stock Exchange
"CNAHC" China National Aviation Holding
Company ( ), the controlling
shareholder of the Company
"EGM" the extraordinary general meeting
of the Company to be held at
2:00 p.m. on Friday, 27 October
2017 at The Conference Room
C313, No. 30, Tianzhu Road,
Airport Industrial Zone, Shunyi
District, Beijing, the PRC
"Original Notice" the notice of EGM dated 7 September
2017, which sets out venue of
the EGM and the resolutions
to be put forward at the EGM
for the Shareholders' consideration
and approval
"Original Proxy Form" the form of proxy for extraordinary
general meeting enclosed with
the Company's circular and notice
of the EGM dated 7 September
2017
"PRC" the People's Republic of China,
excluding, for the purpose of
this circular only, Hong Kong,
Macau and Taiwan
"Revised Proxy Form" the revised form of proxy for
extraordinary general meeting,
which contains the additional
resolution to be put forward
at the EGM and is enclosed with
this supplemental circular and
the supplemental notice of the
EGM
"Shareholders" the shareholders of the Company
LETTER FROM THE BOARD
AIR CHINA LIMITED
(a joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 00753)
Non-executive Directors: Registered office:
Mr. Cai Jianjiang (Chairman) Blue Sky Mansion
Mr. Cao Jianxiong 28 Tianzhu Road
Mr. Feng Gang Airport Industrial
Mr. John Robert Slosar Zone
Mr. Ian Sai Cheung Shiu Shunyi District
Beijing
Executive Director: the PRC
Mr. Song Zhiyong (President)
Principal place of
Independent non-executive Directors: business in Hong Kong:
Mr. Wang Xiaokang 5th Floor, CNAC House
Mr. Liu Deheng 12 Tung Fai Road
Mr. Stanley Hui Hon-chung Hong Kong International
Mr. Li Dajin Airport
Hong Kong
12 October 2017
To the Shareholders
Dear Sir or Madam,
PROPOSED AMMENT TO THE ARTICLES OF ASSOCIATION SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING
I. INTRODUCTION
Reference is made to the Original Notice which sets out the venue of the EGM and contains the resolutions to be put forward at the EGM for the Shareholders' consideration and approval, and the announcement of the Company dated 28 September 2017 in relation to the proposed amendment to the Articles of Association. In addition to the resolutions set out in the Original Notice, CNAHC, the controlling shareholder of the Company, has submitted to the Board an extraordinary proposal in relation to the proposed expansion of the scope of business of the Company and the corresponding amendment to the
Articles of Association. CNAHC requested the Board to submit this extraordinary proposal to the EGM for consideration. Pursuant to the relevant laws and regulations and the Articles of Association, the Board hereby presents the afore-mentioned proposal to the EGM for the Shareholders' consideration and approval.
The purpose of this supplemental circular is to provide you with detailed information regarding the proposed amendment to the Articles of Association and a supplemental notice convening the EGM.
II. PROPOSED AMMENT TO THE ARTICLES OF ASSOCIATION
According to the requirements of regulatory bodies and the actual operational needs of the Company, the Board has resolved on 28 September 2017 to propose to expand the Company's scope of business and amend the Articles of Association accordingly.
The following corresponding amendment is proposed to be made to Article 12 of the Articles of Association:
Amended article
Existing article (Proposed amendment being
underlined)
---------------------------------- ----------------------------------
Article 12 The Company's Article 12 The Company's
scope of business shall scope of business shall
be consistent with and be consistent with and
subject to the scope of subject to the scope of
business approved by the business approved by the
authority responsible authority responsible
for the registration of for the registration of
the Company. the Company.
The Company's scope of The Company's scope of
business includes: International business includes: International
and domestic scheduled and domestic scheduled
and unscheduled air passenger, and unscheduled air passenger,
air cargo, mail and luggage air cargo, mail and luggage
transportation; domestic transportation; domestic
and international business and international business
aviation services; management aviation services; management
and administration of and administration of
aircraft, aircraft maintenance, aircraft, aircraft maintenance,
repair and overhaul services, repair and overhaul services,
business agency among business agency among
airlines companies; and airlines companies; and
ground services, air express ground services, air express
service (other than mails service (other than mails
and objects of the same and objects of the same
nature as mails) related nature as mails) related
to the main business; to the main business;
onboard duty free items, onboard duty free items,
retail of goods onboard retail of goods onboard
and underwriting the aviation and underwriting the aviation
accident insurance; hotel, accident insurance; hotel,
catering services and catering services and
hotel management; undertaking hotel management; undertaking
exhibitions; conference exhibitions; conference
services; business services; services; business services;
property management; design, property management; design,
production, agency and production, agency and
publish of advertisement; publish of advertisement;
technology training; lease technology training; lease
of self- owned property; of self- owned property;
lease of aircraft, engines lease of aircraft, engines
and aged mechanical parts; and aged mechanical parts;
sale of consumer products, sale of consumer products,
handicrafts and souvenirs handicrafts, souvenirs;
(The projects, which are import and export businesses.
subject to approval in (The projects, which are
accordance with the laws, subject to approval in
shall be operated only accordance with the laws,
after receiving approval shall be operated only
from relevant administrative after receiving approval
authorities). from relevant administrative
authorities.)
---------------------------------- ----------------------------------
The above proposed amendment to the Articles of Association is subject to the Shareholders' approval at the EGM by way of a special resolution.
The proposed amendment to the Articles of Association is prepared in the Chinese language and the English version is therefore a translation only. In the event of any discrepancy between the English translation and the Chinese version of the Articles of Association, the Chinese version shall prevail.
III. EGM
The Company will convene the EGM at 2:00 p.m. on Friday, 27 October 2017 at The Conference Room C313, No. 30, Tianzhu Road, Airport Industrial Zone, Shunyi District, Beijing, the PRC. The supplemental notice of the EGM is set out on pages 6 to 7 of this supplemental circular.
Whether or not you are able to attend the EGM, please complete and return the Revised Proxy Form in accordance with the instructions printed thereon as soon as practicable and in any event not less than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof. Completion and return of the Revised Proxy Form will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish.
IV. RECOMMATIONS OF THE BOARD
The Board considers that the resolution in relation to the proposed expansion of the scope of business of the Company and the corresponding amendment to the Article of Association is in the best interests of the Company and the Shareholders as a whole and accordingly recommend the Shareholders to vote in favour of such resolution at the EGM.
By Order of the Board Cai Jianjiang Chairman
Beijing, the PRC
SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING
AIR CHINA LIMITED
(a joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 00753)
SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING
Reference is made to the notice of extraordinary general meeting of Air China Limited (the "Company") dated 7 September 2017 (the "Original Notice") which sets out the resolutions to be considered by the shareholders of the Company (the "Shareholders") at the extraordinary general meeting to be held at 2:00 p.m. on Friday, 27 October 2017 at The Conference Room C313, No. 30, Tianzhu Road, Airport Industrial Zone, Shunyi District, Beijing, PRC (the "EGM").
SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the EGM, which will be held as originally scheduled, will consider and, if thought fit, pass the following resolution submitted by China National Aviation Holding Company, the controlling shareholder of the Company, in addition to the resolutions set out in the Original Notice:
SPECIAL RESOLUTION
12. To consider and approve the proposed expansion
of the scope of business of the Company
and the corresponding amendment to the
articles of association of the Company.
By Order of the Board
Air China Limited
Zhou Feng Tam Shuit Mui
Joint Company Secretaries
Beijing, the PRC, 12 October 2017
As at the date of this supplemental notice, the directors of the Company are Mr. Cai Jianjiang, Mr. Song Zhiyong, Mr. Cao Jianxiong, Mr. Feng Gang, Mr. John Robert Slosar, Mr. Ian Sai Cheung Shiu, Mr. Wang Xiaokang*, Mr. Liu Deheng*, Mr. Stanley Hui Hon-chung* and Mr. Li Dajin*.
* Independent non-executive director of the Company
Notes:
(1) A revised form of proxy is enclosed with this supplemental notice. Whether or not you are able to attend the EGM, you are requested to complete the accompanying revised form of proxy in accordance with the instructions printed thereon and return the same to the Company's H share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong as soon as practicable and in any event not less than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof (as the case may be). Completion and return of the revised form of proxy will not preclude the shareholders of the Company from attending and voting in person at the EGM or any adjournment thereof.
(2) Please refer to the Original Notice for details in respect of the eligibility for attending the EGM, appointment of proxy, registration procedures, closure of register of members and other relevant matters.
(3) Please refer to the notice of attendance of the EGM of the Company in respect of the timing and address for attending the EGM and other relevant matters.
AIR CHINA LIMITED
(a joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 00753)
REVISED FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING
Number of shares to which this revised form of proxy relates (Note 1)
I/We (Note 2)
of being the registered holder(s) of (Note 3)
H Shares in the share capital of Air China Limited (the "Company") HEREBY APPOINT (Note 4) the chairman of the meeting and/or (Note 4)
of
as my/our proxy/proxies: (a) to act for me/us at the extraordinary general meeting (or at any adjournment thereof) of the Company to be held at 2:00 p.m. on Friday, 27 October 2017 at The Conference Room C313, No. 30, Tianzhu Road, Airport Industrial Zone, Shunyi District, Beijing, PRC (the "Meeting") for the purpose of considering and, if thought fit, passing the resolutions (the "Resolutions") as set out in the notice ("Notice") and the supplemental notice ("Supplemental Notice") convening the Meeting; and (b) at the Meeting (or at any adjournment thereof) to vote for me/ us and in my/our name(s) in respect of the Resolutions as hereunder indicated or, if no such indication is given, as my/ our voting proxy thinks fit.
ORDINARY RESOLUTIONS FOR(Note AGAINST(Note ABSTAIN(Note
5) 5) 5)
----------------------------------------------- --------- ------------- -------------
1. To consider and approve
the emoluments of the
directors of the fifth
session of the board of
directors of the Company
(the "Board"):
The emoluments of Mr.
Stanley Hui Hon-chung
and Mr. Li Dajin be RMB150,000
per person per year, the
emoluments of Mr. Wang
Xiaokang and Mr. Liu Deheng
be determined pursuant
to relevant policies as
prescribed by the The
State-owned Assets Supervision
and Administration Commission
of the State Council and
the other proposed directors
of the Company will not
receive any emoluments
for serving as a director
of the Company.
------ --------------------------------------- --------- ------------- -------------
2. To consider and approve
that the supervisors of
the fifth session of the
supervisory committee
of the Company (the "Supervisory
Committee") will not receive
any emoluments from the
Company.
------ --------------------------------------- --------- ------------- -------------
SPECIAL RESOLUTIONS FOR(Note AGAINST(Note ABSTAIN(Note
5) 5) 5)
----------------------------------------------- --------- ------------- -------------
3. To consider and approve
the proposed amendments
to the articles of association
of the Company as set
out in Appendix III of
the circular despatched
by the Company on 7 September
2017.
------ --------------------------------------- --------- ------------- -------------
4. To consider and approve
the proposed amendments
to the Rules and Procedure
of Shareholders' Meetings
of the Company as set
out in Appendix IV of
the circular despatched
by the Company on 7 September
2017.
------ --------------------------------------- --------- ------------- -------------
5. To consider and approve
the proposed amendments
to the Rules and Procedure
of Meetings of the Board
of Directors of the Company
as set out in Appendix
V of the circular despatched
by the Company on 7 September
2017.
------ --------------------------------------- --------- ------------- -------------
ORDINARY RESOLUTIONS FOR(Note AGAINST(Note ABSTAIN(Note
5) 5) 5)
----------------------------------------------- --------- ------------- -------------
6. To consider and approve
the renewal of the trademark
licence framework agreement
dated 28 October 2014
entered into between the
Company and China National
Aviation Holding Company
(the "CNAHC") for a term
of three years from 1
January 2018 to 31 December
2020.
-------- ------------------------------------- --------- ------------- -------------
7. To consider and approve
the entry into of the
financial services framework
agreement dated 30 August
2017 between the Company
and China National Aviation
Finance Co., Ltd. (the
"CNAF") in relation to
the provisions of a range
of financial services
by CNAF to the Company
and its subsidiaries (the
"Group"), including the
provision of deposit services
as stipulated thereunder
and the proposed maximum
daily balance of deposits
(including accrued interests)
placed by the Group with
CNAF, being RMB12 billion,
RMB14 billion and RMB15
billion for each of the
three years ending 31
December 2018, 2019 and
2020, respectively.
-------- ------------------------------------- --------- ------------- -------------
8. To consider and approve
the entry into of the
financial services framework
agreement dated 30 August
2017 between CNAF and
CNAHC in relation to the
provisions of a range
of financial services
by CNAF to CNAHC, its
subsidiaries and their
associates, companies
falling within the definition
of commonly held entity
under the Rules Governing
the Listing of Securities
on The Stock Exchange
of Hong Kong Limited,
as well as any other CNAHC
member company which,
in accordance with the
listing rules of the places
where the shares of the
Company are listed as
in force and as amended
from time to time, is
a connected person or
related party of the Company
(excluding the Group)
(the "CNAHC Group"), including
the provision of loans,
finance lease and other
credit services (the "Credit
Services") as stipulated
thereunder and the proposed
maximum daily balance
of Credit Services (including
accrued interests) provided
by CNAF to the CNAHC Group,
being RMB8 billion, RMB9
billion and RMB10 billion
for each of the three
years ending 31 December
2018, 2019 and 2020, respectively.
-------- ------------------------------------- --------- ------------- -------------
ORDINARY RESOLUTIONS (By FOR(Note AGAINST(Note ABSTAIN(Note
cumulative voting method) 11) 11) 11)
----------------------------------------------- --------- ------------- -------------
9.00. To consider and approve
the election of the non-independent
directors of the fifth
session of the Board:
-------- ------------------------------------- --------- ------------- -------------
9.01 to consider and approve
the election of Mr. Cai
Jianjiang as a non-executive
director of the fifth
session of the Board;
-------- ------------------------------------- --------- ------------- -------------
9.02 to consider and approve
the election of Mr. Song
Zhiyong as an executive
director of the fifth
session of the Board;
------------------------------------- --------- ------------- -------------
9.03 to consider and approve
the election of Mr. John
Robert Slosar as a non-executive
director of the fifth
session of the Board.
-------- ------------------------------------- --------- ------------- -------------
10.00. To consider and approve
the election of independent
non-executive directors
of the fifth session of
the Board:
-------- ------------------------------------- --------- ------------- -------------
10.01 to consider and
approve the election of
Mr. Wang Xiaokang as an
independent non-executive
director of the fifth
session of the Board;
-------- ------------------------------------- --------- ------------- -------------
10.02 to consider and
approve the election of
Mr. Liu Deheng as an independent
non-executive director
of the fifth session of
the Board;
------------------------------------- --------- ------------- -------------
10.03 to consider and
approve the election of
Mr. Stanley Hui Hon-chung
as an independent non-executive
director of the fifth
session of the Board;
------------------------------------- --------- ------------- -------------
10.04 to consider and
approve the election of
Mr. Li Dajin as an independent
non-executive director
of the fifth session of
the Board.
-------- ------------------------------------- --------- ------------- -------------
11.00. To consider and approve
the election of the supervisors
of the fifth session of
the Supervisory Committee:
-------- ------------------------------------- --------- ------------- -------------
11.01 to consider and
approve the election of
Mr. Wang Zhengang as a
shareholder representative
supervisor of the fifth
session of the Supervisory
Committee;
-------- ------------------------------------- --------- ------------- -------------
11.02 to consider and
approve the election of
Mr. He Chaofan as a shareholder
representative supervisor
of the fifth session of
the Supervisory Committee.
-------- ------------------------------------- --------- ------------- -------------
SPECIAL RESOLUTION FOR(Note AGAINST(Note ABSTAIN(Note
5) 5) 5)
----------------------------------------------- --------- ------------- -------------
12. To consider and approve
the proposed expansion
of the scope of business
of the Company and the
corresponding amendment
to the articles of association
of the Company.
-------- ------------------------------------- --------- ------------- -------------
Dated this day of , 2017 Signature(Note 6)
Notes:
1. Please insert the number of shares registered
in your name(s) to which this revised proxy
form relates. If no number is inserted, this
revised form of proxy will be deemed to relate
to all shares registered in your name(s).
2. Full name(s) and address(es) to be inserted
in BLOCK CAPITALS.
3. Please insert the total number of shares registered
in your name(s).
4. A member entitled to attend and vote at the
Meeting is entitled to appoint one or more
proxies of his own choice to attend and vote
instead of him. A proxy need not be a member
of the Company. If any proxy other than the
chairman of the Meeting is preferred, please
strike out the words "the chairman of the
meeting and/or" and insert the name(s) and
address(es) of the proxy/proxies desired in
the space provided. In the event that two
or more persons (other than the chairman of
the Meeting) are named as proxies and the
words "the chairman of the meeting and/or"
are not deleted, those words and references
shall be deemed to have been deleted.
5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION,
TICK IN THE BOX MARKED "FOR". IF YOU WISH
TO VOTE AGAINST THE RESOLUTION, TICK IN THE
BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN
FROM VOTING, TICK THE APPROPRIATE BOX MARKED
"ABSTAIN". Failure to complete the boxes will
entitle your voting proxy to cast his vote
at his discretion. A member is entitled to
one vote for every fully-paid share held and
a member entitled to more than one vote need
not use all his votes in the same way. A tick
in the relevant box indicates that the votes
attached to all the shares stated above as
held by you will be cast accordingly. The
total number of shares referred to in the
three boxes for the same resolution cannot
exceed the number of Shares stated above as
held by you. The shares abstained will be
counted in the calculation of the required
majority.
6. This revised form of proxy must be signed
by you or your attorney duly authorised in
writing, or in the case of a corporation,
must be either under seal or under the hand
of a director or attorney duly authorised.
If this revised form of proxy is signed by
your attorney, the power of attorney or other
document of authorisation must be notarised.
7. In order to be valid, this revised form of
proxy, together with the notarised copy of
the power of attorney or other document of
authorisation (if any) under which it is signed,
for holders of H Shares, must be delivered
to the Company's H Share registrar, Computershare
Hong Kong Investor Services Limited, 17M Floor,
Hopewell Centre, 183 Queen's Road East, Wan
Chai, Hong Kong, not less than 24 hours prior
to the time appointed for holding the Meeting
(or any adjournment thereof (the "Closing
Time")).
8. Completion and delivery of a revised form
of proxy will not preclude you from attending
and/or voting at the Meeting (or any adjournment
thereof) if you so wish.
9. ANY ALTERATION MADE TO THIS REVISED FORM OF
PROXY MUST BE INITIALLED BY THE PERSON(S)
WHO SIGN(S) IT.
10. To attend and represent the shareholder(s)
at the Meeting, the proxy so appointed must
produce beforehand his identification document
and any power of attorney duly signed by his
appointor(s) or the legal representative(s)
of his appointor(s). The power of attorney
must state the date of issuance.
11. "Cumulative voting" will be used in respect
of Resolutions no. 9.00, no. 10.00 and no.
11.00 whereas other Resolutions will be voted
by normal voting.
In "cumulative voting" for every share held
by a shareholder who participates in the voting,
the shareholder will have the same number
of voting rights which equals the number of
directors/supervisors to be elected. Such
shareholder may cast all his votes on one
single candidate or different candidates separately.
Cumulative voting will be used in carrying
out the voting and the counting of voting
results in respect of Resolutions no. 9.00,
no. 10.00 and no. 11.00.
Set out below is an example illustrating the
voting method using cumulative voting in respect
of Resolution no. 9.00. Please fill in your
intention of voting in accordance with the
following instructions:
(i) In relation to Resolution no. 9.00, for
every share held by you, you will have
the same number of voting rights which
equals the number of directors to be elected.
For example, if you are holding 1 million
shares and three directors are to be elected
at the Meeting, the aggregate number of
votes which you will have will be 3 million
(i.e. 1 million shares x 3 = 3 million
voting shares) for Resolution no. 9.00.
(ii) You may cast on every candidate such votes
which represent the same number of shares
held by you; or cast all your votes which
represent the total number of shares held
by you multiplied by the total number of
directors to be elected on one candidate.
If you wish to cast equal number of votes
to each candidate for director, please
tick in the boxes marked "FOR", "AGAINST"
or "ABSTAIN" as appropriate. Otherwise,
please specify the number of votes cast
for each of the three candidates for director
in the boxes marked "FOR", "AGAINST" or
"ABSTAIN". For example, if you are holding
1 million shares, the number of your votes
regarding Resolution no. 9.00 is 3 million.
You may choose to cast the 3 million votes
equally among the three candidates (FOR,
AGAINST or ABSTAIN); or to cast all your
3 million votes on one candidate (FOR,
AGAINST or ABSTAIN); or cast 1.5 million
votes to candidate A for director (FOR,
AGAINST or ABSTAIN), 0.5 million votes
to candidate B for director (FOR, AGAINST
or ABSTAIN), and cast 1.0 million votes
to candidate C for director (FOR, AGAINST
or ABSTAIN), etc.
(iii) Where the total number of votes cast by
a shareholder for one or several of the
candidate(s) of directors is in excess
of the number of votes carried by the total
number of shares held by him, the votes
cast by the shareholder shall be invalid,
and the shareholder shall be deemed to
have waived his voting rights. Where the
total number of votes cast for one or several
candidate(s) of directors by a shareholder
is less than the number of votes carried
by the total number of shares held by such
shareholder, the votes cast by the shareholder
shall be valid, and the voting rights attached
to the shortfall between the votes actually
cast and the votes which the shareholder
is entitled to cast shall be deemed to
have been waived by the shareholder.
12. IMPORTANT: If you have not yet lodged the
original form of proxy which was sent to you
together with the Notice (the "Original Proxy
Form") with the Company's H share registrar,
you are requested to lodge this revised form
of proxy if you wish to appoint proxies to
attend the Meeting on your behalf. In this
case, the Original Proxy Form should not be
lodged with the Company's H Share registrar.
13. IMPORTANT: If you have already lodged the
Original Proxy Form with the Company's H Share
registrar, you should note that:
(i) If this revised form of proxy is not lodged
with the Company's H share registrar before
the Closing Time as mentioned in point
7 above or if it is incorrectly completed,
the Original Proxy Form will be treated
as a valid proxy form lodged by you if
correctly completed. The proxy so appointed
by you will be entitled to vote at his
or her discretion or to abstain on any
resolution properly put to the Meeting
other than those referred to in the Notice
and the Original Proxy Form, including
the newly added resolution as set out in
the Supplemental Notice.
(ii) If you have lodged this revised form of
proxy with the Company's H share registrar
before the Closing Time as mentioned in
point 7 above, this revised form of proxy
will revoke and supersede the Original
Proxy Form previously lodged by you provided
that this revised form of proxy is correctly
completed.
This information is provided by RNS
The company news service from the London Stock Exchange
END
NOEUUUORBRARARA
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October 12, 2017 02:05 ET (06:05 GMT)
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