TIDMAIRC
RNS Number : 3338J
Air China Ld
21 December 2020
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 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 dated 14 September 2020 (the
"Circular") and the notice of the EGM dated 3 November 2020 (the
"Notice") of Air China Limited (the "Company"), containing details
of the resolutions tabled at the EGM. Unless otherwise stated
herein, 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 resolutions set out in
the Notice were duly passed by the Shareholders by way of poll at
the EGM held at 11:00 a.m. on Friday, 18 December 2020 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 10,686,059,888 shares, representing
73.5711% of the total issued shares of the Company were present at
the EGM.
CNAHC and CNACG, have material interests in resolutions no. 2,
3, and 4 proposed at the EGM and are required to abstain, and have
abstained, from voting on these resolutions. 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 on resolutions no. 2, 3, and 4 was
7,016,243,568 shares, the total number of shares entitling the
holders to attend and vote on resolution no. 1 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:
ORDINARY RESOLUTIONS Votes of Shareholders
For Against Abstain
----------------- ---------------- ----------------
To consider and approve the appointment
of Ms. Lyu Yanfang as a supervisor
of the fifth session of the supervisory
1. committee of the Company. 10,610,440,845 75,614,743 4,300
(99.2924%) (0.7076%) (0.0000%)
----------------------------------------- ----------------- ---------------- ----------------
To consider and approve the trademark
license framework agreement dated
28 August 2020 entered into between
the Company and CNAHC for a term
of three years from 1 January 2021
to 31 December 2023 and the transactions
2. contemplated 2,958,201,540 219,286,631 100,000,100
thereunder. (90.2582%) (6.6907%) (3.0511%)
----------------------------------------- ----------------- ---------------- ----------------
To consider and approve the renewal
3. of the 2,857,760,771 315,368,040 104,359,460
financial services framework agreement (87.1936%) (9.6222%) (3.1841%)
between the Company and CNAF in
relation to the provisions of a
range of
financial services by CNAF to the
Group for
a term of three years commencing
from 1
January 2021 and ending on 31 December
2023, and to consider and approve
the
provision of deposit services by
CNAF as
stipulated thereunder and the proposed
maximum daily balance of deposits
(including accrued interests) placed
by the
Group with CNAF, being RMB15 billion,
RMB15 billion and RMB15 billion
for the
three years ending 31 December
2021, 2022
and 2023, respectively.
----------------------------------------- ----------------- ---------------- ----------------
ORDINARY RESOLUTIONS Votes of Shareholders
For Against Abstain
---------------- -------------- -------------
To consider and approve the renewal
4. of the 2,857,760,771 315,368,040 104,359,460
financial services framework agreement (87.1936%) (9.6222%) (3.1841%)
between CNAF and CNAHC in relation
to
the provisions of a range of financial
services by CNAF to the CNAHC Group
for a term of three years commencing
from 1
January 2021 and ending on 31 December
2023, and to consider and approve
the
provision of the Credit Services
by CNAF
as stipulated thereunder and the
proposed
maximum daily balance of Credit
Services
(including accrued interests) provided
by
CNAF to the CNAHC Group, being
RMB6.5 billion, RMB6.5 billion
and
RMB6.5 billion for the three years
ending
31 December 2021, 2022 and 2023,
respectively.
-------------------------------------- ---------------- -------------- -------------
As more than 50% of the votes were cast in favour of the above resolutions,
these resolutions were duly passed as ordinary resolutions.
Deloitte Touche Tohmatsu, the auditor of the Company, has acted
as the scrutineer for the vote-taking at the EGM and compared the
poll results summary to poll forms collected and provided by the
Company. The work performed by 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
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
Air China Limited
Zhou Feng
Company Secretary
Beijing, the PRC, 18 December 2020
As at the date of this announcement, the directors of the
Company are Mr. Cai Jianjiang, Mr. Song Zhiyong, Mr. Feng Gang, Mr.
Patrick Healy, Mr. Xue Yasong, Mr. Wang Xiaokang*, Mr. Duan
Hongyi*, 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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