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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.
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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
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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.
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