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. FUGUINIAO CO., LTD. 富貴鳥股份有限公司 (A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1819) ANNOUNCEMENT POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING Reference is made to the circular (the “Circular”) and the notice dated 28 August 2014 regarding the extraordinary general meeting (the “EGM”) of Fuguiniao Co., Ltd. (the “Company”) held on Tuesday, 14 October 2014. Terms used but not defined in this announcement shall have the same meanings as defined in the Circular. The board (the “Board”) of directors (the “Directors”) of the Company is pleased to announce that the EGM of the Company was held at 9:00 a.m. on Tuesday, 14 October 2014 at the meeting room of 4th Floor, Office Building, Fuguiniao Industrial Park, East Section, Baqi Road, Shishi City, Fujian Province, the People’s Republic of China (the “PRC”). As at the date of the EGM, the total number of ordinary shares (the “Shares”) of the Company entitling the holders to attend and vote for or against the resolutions was 534,909,200 Shares comprising 486,109,200 H Shares and 48,800,000 Domestic Shares. The shareholders (the “Shareholders”) of the Company in attendance either in person or by proxy at the EGM, held a total of 391,684,800 Shares, representing 73.22% of the Company’s total Shares with voting rights. There were no Shares of the Company entitling the holders to attend and abstain from voting in favour of the resolutions proposed at the EGM and no Shareholder was required to abstain from voting at the EGM. No party has stated his or her intention in the Circular to vote against the resolutions proposed at the EGM or to abstain from voting. 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. The EGM was chaired by Mr. Lam Wo Ping, an executive Director and the chairman of the Board. -1- POLL RESULTS OF THE EGM At the EGM, the following resolution was considered and approved by way of poll, and the poll results of the votes are as follows: Number of votes cast and percentage of total number of votes cast For (%) Against (%) Ordinary Resolution 1. To consider and approve the Company’s 2014 interim dividend distribution plan, namely, the proposed distribution of an interim dividend of RMB0.15 per ordinary Share (before tax) of the Company and RMB80,236,380 in aggregate (before tax) for the six months ended 30 June 2014, and to further authorise the Board of the Company to take necessary actions for the implementation of such plan in accordance with relevant applicable laws and regulations. 391,684,800 0 (100.00%) (0.00%) As the above ordinary resolution was passed by more than half of votes, such resolution was duly passed as ordinary resolution. In compliance with the requirements of the Rules Governing the Listing of Securities on the Stock Exchange, Computershare Hong Kong Investor Services Limited, the Company’s H share registrar, acted as scrutineer for the vote-taking at the EGM. DISTRIBUTION OF INTERIM DIVIDEND As approved by the Shareholders at the EGM, the Board is pleased to announce the following details in respect of the distribution of interim dividend for the six months ended 30 June 2014 to Shareholders of the Company: The Company will pay an interim dividend of RMB0.15 per ordinary Share (before tax) and RMB80,236,380 in aggregate (before tax) for the six months ended 30 June 2014. In order to determine the holders of Shares who are entitled to the receipt of the abovementioned 2014 interim dividend, the register of members of the Company will be closed from Saturday, 18 October 2014 to Thursday, 23 October 2014 (both days inclusive). To be eligible to receive the 2014 interim dividend, unregistered holders of H Shares of the Company shall lodge relevant share transfer documents with the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712–1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m. on Friday, 17 October 2014. According to the articles of association of the Company, such dividends will be paid to holders of Domestic Shares in RMB and to holders of H Shares in HK$. The actual amount of H Share dividend paid in HK$ will be calculated according to the average closing exchange rate of RMB against HK$ as published by the People’s Bank of China for one -2- calendar week preceding the date of EGM (HK$1.00 equivalent to approximately RMB0.792627), being a cash dividend of approximately HK$0.189244 per Share (before tax). The Company has appointed Computershare Hong Kong Trustees Limited as the receiving agent in Hong Kong (the “Receiving Agent”) and will pay to such Receiving Agent the interim dividend declared for payment to holders of H Shares. The interim dividend is expected to be paid by the Receiving Agent and relevant cheques will be dispatched by the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited, on 8 December 2014, if there is no extraordinary development related thereto, to holders of H Shares entitled to receive such dividend by ordinary post at their own risk. The Company will withhold for payment of the income tax strictly in accordance with the relevant laws or requirements of the relevant government authorities. For more information about the withholding tax, please refer to the Circular. By order of the Board Fuguiniao Co., Ltd. Lam Wo Ping Chairman Hong Kong, 14 October 2014 As at the date of this announcement, the executive Directors are Mr. Lam Wo Ping, Mr. Lam Wing Ho, Mr. Lam Wo Sze, Mr. Lam Kwok Keung and Mr. Hong Huihuang; the non-executive Director is Mr. Zhai Gang; and the independent non-executive Directors are Mr. Wang Zhiqiang, Ms. Long Xiaoning, Mr. Li Yuzhong and Ms. Chan Wah Man, Carman. -3-
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