REG - Air China Ld - Announcements and Notices - [Results of EGM/SGM]

Air ChinaAnnouncement

29/01/2024 07:00

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RNS Number : 1909B  Air China Ld  29 January 2024

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.

 

中國國際航空股份有限公司

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

 

 

References are made to: (i) the notice of the EGM of the Company dated 9
January 2024; and (ii) the circular of the Company dated 9 January 2024 (the
"Circular"), containing details of the resolutions proposed at the EGM. Unless
otherwise specified 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 EGM was held on Friday, 26 January
2024 at The Conference Room C713, No. 30 Tianzhu Road, Airport Industrial
Zone, Shunyi District, Beijing, the PRC and all the proposed resolutions as
set out in the related notice of the EGM were duly passed by the relevant
Shareholders by way of poll. Except for Mr. He Yun and Ms. Winnie Tam Wan-chi
who did not attend the EGM due to business arrangements, all the other
Directors of the Company attended the EGM.

 

As at the date of the EGM, the number of total issued Shares of the Company
was 16,200,792,838 Shares, including 4,562,683,364 H Shares and 11,638,109,474
A Shares. Shareholders and authorized proxies holding an aggregate of
11,618,331,520 Shares, representing 71.7146% of the total issued Shares of the
Company, attended the EGM.

 

CNAHC and its associates (including CNACG) have material interests in
resolutions No. 2 to No. 5 and resolutions No. 8 to No. 11 proposed at the
EGM, and therefore they are required to abstain from voting on the above
resolutions and have abstained from voting on such resolutions. As at the date
of the EGM, CNAHC directly held 6,566,761,847 A Shares in the Company; and
CNACG (a wholly- owned subsidiary of CNAHC) held 1,332,482,920 A Shares and
223,852,000 H Shares in the

Company. Accordingly, the total number of Shares entitling the holders to
attend and vote on resolutions No. 1, 6 and 7 was 16,200,792,838 Shares and
the total number of Shares entitling the holders to attend and vote on the
remaining resolutions was 8,077,696,071 Shares at the EGM.

 

Save as disclosed above, none of the holders of any Shares was required under
the Rules Governing the Listing of Securities on The Stock Exchange of Hong
Kong Limited (the "Hong Kong Listing Rules") to abstain from voting on the
proposed resolutions at the EGM. There were no Shares entitling the holders 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 had
indicated in the Circular their intention to vote against or to abstain from
voting on the proposed resolutions at the EGM.

 

RESULTS OF THE EGM

 

The poll results in respect of the proposed resolutions at the EGM were as
follows:

 

 

 

As more than half of the votes were cast in favour of the above resolutions
No. 1, No. 6 and No. 7, the resolutions were duly passed as ordinary
resolutions.

 

As more than two-thirds of the votes were cast in favour of the above
remaining resolutions, the resolutions were duly passed as special
resolutions.

 

Deloitte Touche Tohmatsu, the auditor of the Company, 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

Huang Bin Huen Ho Yin

Joint Company Secretaries

 

Beijing, the PRC, 26 January 2024

 

As at the date of this announcement, the directors of the Company are Mr. Ma
Chongxian, Mr. Wang Mingyuan, Mr. Feng Gang, Mr. Patrick Healy, Mr. Xiao Peng,
Mr. Li Fushen*, Mr. He Yun*, Mr. Xu Junxin* and Ms. Winnie Tam Wan-chi*.

 

*        Independent non-executive director of the Company

 

 

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