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國 電 科 技 環 保 集 團 股 份 有 限 公 司
GUODIAN TECHNOLOGY & ENVIRONMENT GROUP CORPORATION LIMITED*
(a joint stock company incorporated in the People's Republic of China with limited liability)
(Stock code: 01296)
POLL RESULTS OF THE FIRST EXTRAORDINARY GENERAL MEETING FOR THE YEAR 2020 HELD ON 7 AUGUST 2020
The board of directors (the "Board") of Guodian Technology & Environment Group Corporation Limited (the "Company") is pleased to announce that the first extraordinary general meeting of the Company for the year 2020 (the "EGM") was held in Beijing, the People's Republic of China (the "PRC") on Friday, 7 August 2020. The ordinary resolutions set forth below were duly passed by way of poll.
CONVENING OF AND ATTENDANCE AT THE EGM
References are made to the circular dated 22 July 2020 (the "EGM Circular"), and the notice of the EGM dated 22 July 2020 (the "EGM Notice") regarding the EGM held on Friday, 7 August 2020. Terms used but not defined in this announcement shall have the same meanings as defined in the EGM Circular.
The Company held the EGM at the Conference Room, 12th Floor, Building 1, Yard 16, W. 4th Ring Middle Road, Haidian District, Beijing, PRC at 10:00 a.m. on Friday, 7 August 2020.
- 1 -
As at the date of the EGM, the total number of Shares entitling the holders thereof to attend and vote for or against the resolutions proposed at the EGM was 6,063,770,000. China Energy and GD Power, holding an aggregate of 4,754,000,000 shares of the Company (the "Shares"), represented approximately 78.40% of the total number of issued Shares. There were no Shares entitling Shareholders to attend and abstain from voting in favour of the resolutions proposed at the EGM, and no Shareholder is required to abstain from voting at the EGM. No person had stated their intention to vote against any resolution or abstain from voting at the EGM. The holders of Shares in attendance either in person or by proxy at the EGM held a total of 4,754,073,000 Shares, representing 78.401275% of the total number of Shares as of the date of the EGM.
The EGM was legally and validly convened in compliance with the requirements of the Company Law of the PRC and the Articles of Association of the Company. Mr. Chen Dongqing, the Chairman of the Board, presided over the EGM.
POLL RESULTS OF THE EGM
At the EGM, all proposed resolutions set out in the EGM Notice were voted by poll. The poll results in respect of the resolutions proposed at the EGM are as follows:
Total number of votes(shares) (%) # | |||
Ordinary Resolutions | |||
For | Against | Abstained | |
To consider and approve the resolutions in respect of the members of the fourth session of the board of directors of the Company:
1. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Chen Dongqing as an executive director | ||||
of the Company for a term of three years, effective from the date | ||||
on which this resolution is approved by the shareholders at the | ||||
EGM and until the expiration of the term of the current session | ||||
of the board of directors; and, upon Mr. Chen's reappointment | ||||
as a director of the Company, to authorise the Remuneration and | ||||
Appraisal Committee of the board of directors to determine the | ||||
remuneration of Mr. Chen according to the remuneration plan | ||||
for directors as approved by the shareholders at the 2019 annual | ||||
general meeting of the Company, and to authorise any one of | ||||
the executive directors of the Company to enter into a letter | ||||
of appointment with Mr. Chen and to handle all other relevant | ||||
matters on behalf of the Company." | ||||
- 2 -
Total number of votes(shares) (%) # | ||||
Ordinary Resolutions | ||||
For | Against | Abstained | ||
2. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Zhang Jun as an executive director of | ||||
the Company for a term of three years, effective from the date | ||||
on which this resolution is approved by the shareholders at the | ||||
EGM and until the expiration of the term of the current session | ||||
of the board of directors; and, upon Mr. Zhang's reappointment | ||||
as a director of the Company, to authorise the Remuneration and | ||||
Appraisal Committee of the board of directors to determine the | ||||
remuneration of Mr. Zhang according to the remuneration plan | ||||
for directors as approved by the shareholders at the 2019 annual | ||||
general meeting of the Company, and to authorise any one of | ||||
the executive directors of the Company to enter into a letter of | ||||
appointment with Mr. Zhang and to handle all other relevant | ||||
matters on behalf of the Company." | ||||
3. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Tang Chaoxiong as an executive | ||||
director of the Company for a term of three years, effective from | ||||
the date on which this resolution is approved by the shareholders | ||||
at the EGM and until the expiration of the term of the current | ||||
session of the board of directors; and, upon Mr. Tang's | ||||
reappointment as a director of the Company, to authorise the | ||||
Remuneration and Appraisal Committee of the board of directors | ||||
to determine the remuneration of Mr. Tang according to the | ||||
remuneration plan for directors as approved by the shareholders | ||||
at the 2019 annual general meeting of the Company, and to | ||||
authorise any one of the executive directors of the Company to | ||||
enter into a letter of appointment with Mr. Tang and to handle all | ||||
other relevant matters on behalf of the Company." | ||||
- 3 -
Total number of votes(shares) (%) # | ||||
Ordinary Resolutions | ||||
For | Against | Abstained | ||
4. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Wang Zhongqu as a non-executive | ||||
director of the Company for a term of three years, effective from | ||||
the date on which this resolution is approved by the shareholders | ||||
at the EGM and until the expiration of the term of the current | ||||
session of the board of directors; and, upon Mr. Wang's | ||||
reappointment as a director of the Company, to authorise the | ||||
Remuneration and Appraisal Committee of the board of directors | ||||
to determine the remuneration of Mr. Wang according to the | ||||
remuneration plan for directors as approved by the shareholders | ||||
at the 2019 annual general meeting of the Company, and to | ||||
authorise any one of the executive directors of the Company to | ||||
enter into a letter of appointment with Mr. Wang and to handle | ||||
all other relevant matters on behalf of the Company." | ||||
5. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Zhang Wenjian as a non-executive | ||||
director of the Company for a term of three years, effective from | ||||
the date on which this resolution is approved by the shareholders | ||||
at the EGM and until the expiration of the term of the current | ||||
session of the board of directors; and, upon Mr. Zhang's | ||||
reappointment as a director of the Company, to authorise the | ||||
Remuneration and Appraisal Committee of the board of directors | ||||
to determine the remuneration of Mr. Zhang according to the | ||||
remuneration plan for directors as approved by the shareholders | ||||
at the 2019 annual general meeting of the Company, and to | ||||
authorise any one of the executive directors of the Company to | ||||
enter into a letter of appointment with Mr. Zhang and to handle | ||||
all other relevant matters on behalf of the Company." | ||||
- 4 -
Total number of votes(shares) (%) # | ||||
Ordinary Resolutions | ||||
For | Against | Abstained | ||
6. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Gu Yuchun as a non-executive director | ||||
of the Company for a term of three years, effective from the date | ||||
on which this resolution is approved by the shareholders at the | ||||
EGM and until the expiration of the term of the current session | ||||
of the board of directors; and, upon Mr. Gu's reappointment as | ||||
a director of the Company, to authorise the Remuneration and | ||||
Appraisal Committee of the board of directors to determine the | ||||
remuneration of Mr. Gu according to the remuneration plan for | ||||
directors as approved by the shareholders at the 2019 annual | ||||
general meeting of the Company, and to authorise any one of | ||||
the executive directors of the Company to enter into a letter of | ||||
appointment with Mr. Gu and to handle all other relevant matters | ||||
on behalf of the Company." | ||||
7. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the appointment of Ms. Ge Xiaojing as a non-executive director | ||||
of the Company for a term of three years, effective from the date | ||||
on which this resolution is approved by the shareholders at the | ||||
EGM and until the expiration of the term of the current session | ||||
of the board of directors; and, upon Ms. Ge's appointment as | ||||
a new director of the Company, to authorise the Remuneration | ||||
and Appraisal Committee of the board of directors to determine | ||||
the remuneration of Ms. Ge according to the remuneration plan | ||||
for directors as approved by the shareholders at the 2019 annual | ||||
general meeting of the Company, and to authorise any one of | ||||
the executive directors of the Company to enter into a letter of | ||||
appointment with Ms. Ge and to handle all other relevant matters | ||||
on behalf of the Company." | ||||
- 5 -
Total number of votes(shares) (%) # | ||||
Ordinary Resolutions | ||||
For | Against | Abstained | ||
8. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Shen Xiaoliu as an independent | ||||
non-executive director of the Company for a term of three years, | ||||
effective from the date on which this resolution is approved | ||||
by the shareholders at the EGM and until the expiration of the | ||||
term of the current session of the board of directors; and, upon | ||||
Mr. Shen's reappointment as a director of the Company, to | ||||
authorise the Remuneration and Appraisal Committee of the | ||||
board of directors to determine the remuneration of Mr. Shen | ||||
according to the remuneration plan for directors as approved | ||||
by the shareholders at the 2019 annual general meeting of the | ||||
Company, and to authorise any one of the executive directors | ||||
of the Company to enter into a letter of appointment with Mr. | ||||
Shen and to handle all other relevant matters on behalf of the | ||||
Company." | ||||
9. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Qu Jiuhui as an independent | ||||
non-executive director of the Company for a term of three years, | ||||
effective from the date on which this resolution is approved | ||||
by the shareholders at the EGM and until the expiration of | ||||
the term of the current session of the board of directors; and, | ||||
upon Mr. Qu's reappointment as a director of the Company, to | ||||
authorise the Remuneration and Appraisal Committee of the | ||||
board of directors to determine the remuneration of Mr. Qu | ||||
according to the remuneration plan for directors as approved | ||||
by the shareholders at the 2019 annual general meeting of the | ||||
Company, and to authorise any one of the executive directors | ||||
of the Company to enter into a letter of appointment with Mr. | ||||
Qu and to handle all other relevant matters on behalf of the | ||||
Company." | ||||
- 6 -
Total number of votes(shares) (%) # | ||||
Ordinary Resolutions | ||||
For | Against | Abstained | ||
10. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Xie Qiuye as an independent | ||||
non-executive director of the Company for a term of three years, | ||||
effective from the date on which this resolution is approved | ||||
by the shareholders at the EGM and until the expiration of | ||||
the term of the current session of the board of directors; and, | ||||
upon Mr. Xie's reappointment as a director of the Company, | ||||
to authorise the Remuneration and Appraisal Committee of the | ||||
board of directors to determine the remuneration of Mr. Xie | ||||
according to the remuneration plan for directors as approved | ||||
by the shareholders at the 2019 annual general meeting of the | ||||
Company, and to authorise any one of the executive directors | ||||
of the Company to enter into a letter of appointment with Mr. | ||||
Xie and to handle all other relevant matters on behalf of the | ||||
Company." | ||||
11. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Yeung Chi Tat as an independent | ||||
non-executive director of the Company for a term of three years, | ||||
effective from the date on which this resolution is approved | ||||
by the shareholders at the EGM and until the expiration of the | ||||
term of the current session of the board of directors; and, upon | ||||
Mr. Yeung's reappointment as a director of the Company, to | ||||
authorise the Remuneration and Appraisal Committee of the | ||||
board of directors to determine the remuneration of Mr. Yeung | ||||
according to the remuneration plan for directors as approved | ||||
by the shareholders at the 2019 annual general meeting of the | ||||
Company, and to authorise any one of the executive directors | ||||
of the Company to enter into a letter of appointment with Mr. | ||||
Yeung and to handle all other relevant matters on behalf of the | ||||
Company." | ||||
- 7 -
Total number of votes(shares) (%) # | |||
Ordinary Resolutions | |||
For | Against | Abstained | |
To consider and approve the resolutions in respect of the members of the fourth session of the board of supervisors of the Company:
12. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Luan Baoxing as a supervisor of the | ||||
Company for a term of three years, effective from the date on | ||||
which this resolution is approved by the shareholders at the EGM | ||||
and until the expiration of the term of the current session of the | ||||
board of supervisors; and, upon Mr. Luan's reappointment as a | ||||
supervisor of the Company, to authorise the Remuneration and | ||||
Appraisal Committee of the board of directors to determine the | ||||
remuneration of Mr. Luan according to the remuneration plan for | ||||
supervisors as approved by the shareholders at the 2019 annual | ||||
general meeting of the Company, and to authorise any one of | ||||
the executive directors of the Company to enter into a service | ||||
contract with Mr. Luan and to handle all other relevant matters | ||||
on behalf of the Company." | ||||
13. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Xu Xingzhou as a supervisor of the | ||||
Company for a term of three years, effective from the date on | ||||
which this resolution is approved by the shareholders at the | ||||
EGM and until the expiration of the term of the current session | ||||
of the board of supervisors; and, upon Mr. Xu's reappointment as | ||||
a supervisor of the Company, to authorise the Remuneration and | ||||
Appraisal Committee of the board of directors to determine the | ||||
remuneration of Mr. Xu according to the remuneration plan for | ||||
supervisors as approved by the shareholders at the 2019 annual | ||||
general meeting of the Company, and to authorise any one of | ||||
the executive directors of the Company to enter into a service | ||||
contract with Mr. Xu and to handle all other relevant matters on | ||||
behalf of the Company." | ||||
- 8 -
Total number of votes(shares) (%) # | ||||
Ordinary Resolutions | ||||
For | Against | Abstained | ||
14. | "THAT: | 4,754,073,000 | 0 | 0 |
(100.000000%) | (0.000000%) | (0.000000%) | ||
the reappointment of Mr. Wang Shaoyu as a supervisor of the | ||||
Company for a term of three years, effective from the date on | ||||
which this resolution is approved by the shareholders at the EGM | ||||
and until the expiration of the term of the current session of the | ||||
board of supervisors; and, upon Mr. Wang's reappointment as a | ||||
supervisor of the Company, to authorise the Remuneration and | ||||
Appraisal Committee of the board of directors to determine the | ||||
remuneration of Mr. Wang according to the remuneration plan | ||||
for supervisors as approved by the shareholders at the 2019 | ||||
annual general meeting of the Company, and to authorise any | ||||
one of the executive directors of the Company to enter into a | ||||
service contract with Mr. Wang and to handle all other relevant | ||||
matters on behalf of the Company." | ||||
- The percentage of votes is based on the total number of Shares held by Shareholders present, in person or by proxy, at the EGM and entitled to vote in respect of the relevant resolution.
As the above resolutions were voted favourably by more than half of the votes attaching to the shares entitled to vote and held by the Shareholders present, in person or by proxy, at the EGM, these resolutions were duly passed as ordinary resolutions of the Company.
The Company has not received any proposal put forward at the EGM by any Shareholders holding 3% or more of the shares carrying the right to vote thereat.
- 9 -
In compliance with the requirements of the Listing Rules, the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, was the scrutineer responsible for vote-taking at the EGM.
By order of the Board of
Guodian Technology & Environment Group Corporation Limited
Mr. CHEN Dongqing
Chairman
Beijing, PRC, 7 August 2020
As at the date of this announcement, the executive Directors of the Company are Mr. Chen Dongqing, Mr. Zhang Jun and Mr. Tang Chaoxiong; the non-executive Directors are Mr. Wang Zhongqu, Mr. Zhang Wenjian, Mr. Gu Yuchun and Ms. Ge Xiaojing; and the independent non-executive Directors are Mr. Shen Xiaoliu, Mr. Qu Jiuhui, Mr. Xie Qiuye and Mr. Yeung Chi Tat.
- For identification purpose only
- 10 -
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Guodian Technology & Environment Group Corporation Ltd. published this content on 07 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 August 2020 10:13:06 UTC