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Hong Kong Exchanges and Clearing : POLL RESULTS OF ANNUAL GENERAL MEETING HELD ON 14 AUGUST 2019

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08/14/2019 | 11:51 am

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.

MEDIA CHINESE INTERNATIONAL LIMITED

世界華文媒體有限公司

(Incorporated in Bermuda with limited liability)

(Malaysia Company No. 995098-A)

(Hong Kong Stock Code: 685)

(Malaysia Stock Code: 5090)

POLL RESULTS OF ANNUAL GENERAL MEETING

HELD ON 14 AUGUST 2019

Media Chinese International Limited (the "Company") is pleased to announce the poll results in respect of the resolutions proposed at the annual general meeting (the "AGM") of the Company held on 14 August 2019 as follows:

Ordinary Resolutions

Number of Votes (%)

For

Against

1.

To receive the Audited Financial

875,511,027

3,364

Statements for the financial year ended 31

(99.9996%)

(0.0004%)

March 2019 together with the Directors'

and Independent Auditor's Reports thereon

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

2.

To approve the payment of Directors' fees

853,593,081

11,728

and benefits for the financial year ended 31

(99.9986%)

(0.0014%)

March 2019 in the amount of US$251,000

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

3.

To approve the payment of Directors' fees

853,588,081

16,728

and benefits payable from 1 April 2019

(99.9980%)

(0.0020%)

until the next AGM in the amount of

US$283,000

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

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Ordinary Resolutions

Number of Votes (%)

For

Against

4.

To re-elect Mr LEONG Chew Meng as a

870,661,027

5,142,564

Director of the Company

(99.4128%)

(0.5872%)

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

5.

To re-elect Mr YU Hon To, David as a

862,557,427

13,326,164

Director of the Company

(98.4785%)

(1.5215%)

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

6.

To re-elect Mr KHOO Kar Khoon as a

875,843,227

40,364

Director of the Company

(99.9954%)

(0.0046%)

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

7.

To

re-appoint

Messrs

875,880,227

3,364

PricewaterhouseCoopers as auditor of the

(99.9996%)

(0.0004%)

Company for the ensuing year and to

authorise the Directors to fix its

remuneration

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

8.

To retain Mr YU Hon To, David as an

871,012,027

4,871,564

Independent Non-executive Director of the

(99.4438%)

(0.5562%)

Company

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

9.

To approve the Company and/or its

35,435,596

3,364

subsidiaries to enter into recurrent related

(99.9905%)

(0.0095%)

party transactions of a revenue or trading

nature

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

10.

To give a general mandate to the Directors

875,880,227

3,364

for share buy-back

(99.9996%)

(0.0004%)

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

11.

To give a general mandate to the Directors

862,192,863

13,690,728

to issue new shares

(98.4369%)

(1.5631%)

As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

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Ordinary Resolutions

Number of Votes (%)

For

Against

12.

To extend the general mandate to be given

861,591,863

14,291,728

to the Directors to issue new shares

(98.3683%)

(1.6317%)

As more than 50% of the votes were cast in favour of this resolution, the resolution was

duly passed as an ordinary resolution.

Special Resolution

Number of Votes (%)

For

Against

13.

To approve the proposed amendments to

866,431,427

9,452,164

the Bye-Laws of the Company

(98.9208%)

(1.0792%)

As more than 75% of the votes were cast in favour of this resolution, the resolution was

duly passed as a special resolution.

The total number of shares entitling the shareholders of the Company to attend and vote for or against Resolutions Nos. 1, 5 to 8 and 10 to 13 above at the AGM was 1,687,236,241 shares, which was the total number of issued and fully paid-up shares of the Company at the date of the AGM.

For good corporate governance, Dato' Sri Dr Tiong Ik King and Ms Tiong Choon in an aggregate of 22,798,782 shares, representing approximately 1.3513% of the issued share capital of the Company (as at the date of the AGM) had abstained from voting on Resolutions 2 and 3 at the AGM. Therefore, the total number of shareholders entitling the shareholders to attend and vote for or against Resolution No. 2 and 3 were 1,664,437,459 shares respectively, representing approximately 98.6487% of the issued share capital of the Company as at the date of the AGM.

In relation to Resolution 4, Mr Leong Chew Meng with 80,000 shares of the Company had abstained from voting on such resolution at the AGM. The total number of shares entitling the shareholders to attend and vote for or against Resolution No. 4 was 1,687,156,241 shares, representing approximately 99.9953% of the issued share capital of the Company as at the date of the AGM.

In respect of Resolution No. 9, Dato' Sri Dr Tiong Ik King, Mr Tiong Kiew Chiong and Ms Tiong Choon together with their associates/persons connected (which together were interested in an aggregate of 1,129,913,893 shares, representing approximately 66.9683% of the issued share capital of the Company as at the date of the AGM) were required to abstain, and had abstained, from voting on such resolution at the AGM. As a result, the total number of shares entitling the shareholders to attend and vote for or against Resolution No. 9 was 557,322,348 shares, representing approximately 33.0317% of the issued share capital of the Company as at the date of the AGM.

Save as disclosed above, there were no shares entitling the shareholders of the Company to attend and abstain from voting in favour of the resolutions at the AGM as set out in Rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") and there were no shares requiring the shareholders of the Company to abstain from voting at the AGM under the Listing Rules.

Coopers Professional Scrutineers Sdn Bhd was appointed as independent scrutineers for the purpose of the poll taken at the AGM.

Shareholders may refer to the circular dated 12 July 2019 (the "Circular") for details of the above resolutions proposed at the AGM. The Circular may be viewed and downloaded from the Company's website at www.mediachinesegroup.com or the designated website of Hong Kong Exchanges and Clearing Limited at www.hkexnews.hk.

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By order of the Board

Media Chinese International Limited

TIONG Kiew Chiong

Director

14 August 2019

As at the date of this announcement, the Board comprises, Ms Tiong Choon, Mr Tiong Kiew Chiong and Mr Leong Chew Meng, being executive directors; Dato' Sri Dr Tiong Ik King, being non-executive director; and Mr Yu Hon To, David, Datuk Chong Kee Yuon and Mr Khoo Kar Khoon being independent non-executive directors.

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Disclaimer

HKEx - Hong Kong Exchanges and Clearing Ltd. published this content on 14 August 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 August 2019 09:51:01 UTC

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