AviChina Industry & Technology : SUPPLEMENTAL NOTICE OF ANNUAL GENERAL MEETING
05/10/2021 | 05:10am EST
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.
AviChina Industry & Technology Company Limited*
(A joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2357)
SUPPLEMENTAL NOTICE OF ANNUAL GENERAL MEETING
REFERENCE IS MADE TO the notice (the "Original Notice") dated 28 April 2021 in relation to the 2020 annual general meeting (the "AGM") of AviChina Industry & Technology Company Limited* (the "Company") to be held at 9:00 a.m. on Friday, 28 May 2021 at Avic Hotel, No. 10 Yi, Central East Third Ring Road, Chaoyang District, Beijing, the PRC. Unless otherwise indicated, capitalized terms used in this supplemental notice shall have the same meanings as those defined in the Original Notice and the circular of the Company dated 28 April 2021.
SUPPLEMENTAL NOTICE IS HEREBY GIVEN that, as disclosed in the announcement of the Company dated 29 April 2021, a supplemental resolution was proposed by the board (the "Board") of directors (the "Director(s)") of the Company relating to the new appointment of Mr. Li Xichuan as a non-executive Director of the Company for consideration and approval of the Shareholders (the "Shareholders") by way of an ordinary resolution at the AGM. Please see details of the abovementioned supplemental resolution below:
11. The resolution relating to the new appointment of Mr. Li Xichuan as a non-executive Director of the Company with a term of office commencing from the establishment of the seventh session of the Board until the date on which the term of the seventh session of the Board will expire, the grant of an authorization to the executive Director of the Company to sign the relevant service contract on behalf of the Company with him and the grant of an authorization to the remuneration committee of the Company to determine his remuneration;
Note: The ordinary resolutions No. 11 to No. 16 set out in the Original Notice shall be re-numbered and referred to as ordinary resolutions No. 12 to No. 17 instead, respectively.
The special resolutions No. 17 to No. 20 set out in the Original Notice shall be re-numbered and referred to as special resolutions No. 18 to No. 21 instead, respectively.
* For identification purpose only
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Please refer to the announcement of the Company dated 29 April 2021 and the appendix to this supplemental notice for details in relation to the above supplemental resolution.
Save for the changes mentioned in this supplemental notice, all the resolutions contained in the Original Notice remain to be valid and effective.
By Order of the Board
AviChina Industry & Technology Company Limited*
Beijing, 11 May 2021
CLOSURE OF REGISTER OF MEMBERS AND ELIGIBILITY TO ATTEND AND VOTE AT THE AGM
As disclosed in the Original Notice and the announcement of the Company dated 30 March 2021, the H Share register of members of the Company will be closed from Saturday, 8 May 2021 to Friday, 28 May 2021 (both days inclusive), during which period no transfer of H Shares will be registered. Holders of the Company's H Shares and Domestic Shares whose names appear on the Company's Register of Members at the opening of business on Friday, 28 May 2021 are entitled to attend and vote at the AGM.
In order to be eligible to attend and vote at the AGM, holders of the Company's H Shares shall lodge all transfer instruments together with the relevant share certificates with Computershare Hong Kong Investor Services Limited, the Company's H Shares Registrar, not later than 4:30 p.m. on Friday, 7 May 2021 at Shops 1712-1716, 17th floor, Hopewell Centre, 183 Queens' Road East, Wanchai, Hong Kong.
CLOSURE OF REGISTER OF MEMBERS AND ELIGIBILITY TO RECEIVE THE 2020 FINAL DIVIDEND
The Board recommended the payment of a final dividend for the year 2020 in an aggregate amount of RMB385,566,612.10, representing a dividend of RMB0.05 per Share (2019: RMB0.03 per Share), calculated based on the existing number of total issued Shares of 7,711,332,242 Shares as at the Latest Practicable Date, which is subject to adjustment based on the number of the total issued Shares of the Company as at the Record Date (as defined below). Subject to the approval of the Shareholders at the AGM, the aforementioned dividend is expected to be paid by the Company on or before 18 August 2021. Further announcement will be made in this regard in due course.
The 2020 final dividend will be paid to those Shareholders whose names appear on the Company's register of members at the close of business on Wednesday, 9 June 2021 (the "Record Date"). To determine the identity of the Shareholders entitled to receive the final dividend, the Company's register of members will be closed from Friday, 4 June 2021 to Wednesday, 9 June 2021 (both days inclusive), during which period no transfer of H Shares will be registered. In order to be entitled to receive the 2020 final dividend, all transfer instruments accompanied by the relevant share certificates must be lodged
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with Computershare Hong Kong Investor Services Limited, the Company's H shares registrar, not later than 4:30 p.m. on Thursday, 3 June 2021 at Shops 1712-1716, 17th floor, Hopewell Centre, 183 Queens' Road East, Wanchai, Hong Kong.
REGISTRATION PROCEDURES FOR ATTENDING THE AGM
The Shareholder or its proxies shall produce his identification proof. If a corporation Shareholder's legal representative or any other person authorized by the board of directors or other governing body of such corporate Shareholder attends the AGM, such legal representative or other person shall produce his proof of identity, and proof of designation as legal representative and the valid authorization document of the board of directors or other governing body of such corporate shareholder (as the case may be) to prove the identity and authorization of that legal representative or other person.
Any Shareholder who is entitled to attend and vote at the AGM is entitled to appoint one or more proxies to attend and vote on his behalf at the AGM. A proxy needs not be a Shareholder. Any Shareholder who wishes to appoint a proxy should first review the form of proxy for use in the AGM.
Any Shareholder shall appoint its proxy in writing. The instrument appointing a proxy must be in writing signed under the hand of the appointer or his attorney duly authorized in writing. If the appointer is a body corporate, the instrument shall be affixed with the seal of the body corporate or shall be signed by the directors of the board of the body corporate or by attorneys duly authorized. If the instrument is signed by an attorney of the appointer, the power of attorney authorizing the attorney to sign or other documents of authorization must be notarially certified. In order to be valid, the form of proxy, and a notarially certified copy of the power of attorney or other documents of authorization, where appropriate, must be delivered in the case of holders of Domestic Shares, to the correspondence address designated by the Company, and in the case of holders of H Shares, to Computershare Hong Kong Investor Services Limited, the Company's H shares registrar, at 17M Hopewell Centre, 183 Queens' Road East, Wanchai, Hong Kong not less than 24 hours before the time for holding the AGM and return of a form of proxy will not preclude a Shareholder from attending AGM or any adjournment thereof (as the case may be) in person and voting at the AGM if he or she so wishes.
THE AGM IS EXPECTED TO LAST FOR HALF A DAY. SHAREHOLDERS ATTENDING THE MEETING ARE RESPONSIBLE FOR THEIR OWN TRANSPORTATION AND ACCOMMODATION EXPENSES.
Designated address of the Company:
6/F, Building A, No. 14 Xiaoguan Dongli, Andingmenwai, Chaoyang District, Beijing, the PRC (Postal code: 100029)
Telephone No: 86-10-58354335
Facsimile No: 86-10-58354310
Attention: Mr. Liu Kai
As at the date of this notice, the Board comprises executive Directors Mr. Wang Xuejun and Mr. Zhao Hongwei, non-executive Directors Mr. Yan Lingxi, Mr. Lian Dawei, and Mr. Xu Gang as well as independent non-executive Directors Mr. Liu Renhuai, Mr. Liu Weiwu and Mr. Wang Jianxin.
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PROPOSED APPOINTMENT OF DIRECTOR
Mr. Li Xichuan ("Mr. Li") has been nominated as the candidate for a new member of the seventh session of the Board as a non-executive Director, for a term of three years commencing from the date on which the seventh session of the Board is established. The salary of Mr. Li will be determined by the Remuneration Committee of the Board of the Company by reference to his duties and responsibilities at the Company and the prevailing market conditions, subject to the authorization of the AGM. As at the date of this notice, no service contract has been entered into between Mr. Li with the Company. Details of the remuneration of Directors will be disclosed in the Company's annual report.
Please see biographical details of Mr. Li as follows:
Mr. Li Xichuan (李喜川), aged 47, a master degree holder. Mr. Li graduated from University of Science and Technology Beijing with a bachelor degree majoring in ferrous metallurgy in July 1997, and graduated from Tsinghua University with a master degree majoring in business administration in June 2003. Mr. Li commenced his career in aviation in April 2003. Mr. Li had successively been the manager of strategic development department of Beijing Raise Science Company Limited, the section chief of the development and planning department of the China Aviation Industry Corporation I, the senior officer and section chief of the corporate management department and finance and planning department of Aviation Industry Corporation of China, Ltd. ("AVIC"). Mr. Li has been the deputy director of the capital operation department of AVIC since July 2019.
As at the date of this notice, as far as the Directors are aware and save as disclosed above, Mr. Li does not hold any directorships in other public listed companies nor does any of them hold any position with the Company or other members of the Group in the last three years. Mr. Li does not have any relationship with any other Directors, Supervisors, senior management or substantial or controlling Shareholders of the Company.
As at the date of this notice, as far as the Directors are aware, Mr. Li does not hold any interests or short positions within the meaning of Part XV of the Securities and Futures Ordinance in the shares, underlying shares or debentures of the Company or any of its associated corporations.
Saved as disclosed above, there is no other information that is required to be disclosed pursuant to Rule 13.51 (2) (h) to (v) of the Hong Kong Listing Rules, nor is there any matter that needs to be brought to the attention of the Shareholders in relation to the proposed appointment of Mr. Li.
AviChina Industry & Technology Co. Ltd. published this content on 10 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 May 2021 09:09:10 UTC.
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