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BBMG Corporation — AGM Information 2020
Dec 31, 2020
50338_rns_2020-12-31_b4157400-2d16-4808-a33d-ebcd2aed63ab.pdf
AGM Information
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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 notice, 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 notice.
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(a joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 2009)
NOTICE OF 2021 FIRST EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that the 2021 first extraordinary general meeting (the “ 2021 First Extraordinary General Meeting ”) of BBMG Corporation* (the “ Company ”) will be held at Conference Room 6, 22nd Floor, Tower D, Global Trade Center, No. 36, North Third Ring East Road, Dongcheng District, Beijing 100013, the People’s Republic of China on Tuesday, 19 January 2021 at 2:00 p.m. to consider and, if thought fit, approve the following resolutions:
SPECIAL RESOLUTION
- To consider and, if thought fit, to approve the proposed amendments to the articles of association of the Company (the “ Articles of Association ”) (as set out in the announcement of the Company dated 30 December 2020), and the board of directors (the “ Board ”) be and is hereby authorized to deal with on behalf of the Company the relevant filing and amendment (where necessary) procedures and other related issues arising from the amendments to the Articles of Association.
ORDINARY RESOLUTION
- To elect Mr. Jiang Yingwu as director of the fifth session of the Board for a period commencing from the conclusion of the 2021 First Extraordinary General Meeting and expiring on the date of the annual general meeting of the Company for the year of 2020 and to authorize the Board to enter into service contract and/or appointment letter with the newly elected director subject to such terms and conditions as the Board shall think fit and to do all such acts and things to give effect to such matters.
By order of the Board BBMG Corporation Zeng Jin* Chairman
Beijing, the PRC, 31 December 2020
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for identification purpose only
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Notes:
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Biographical details of Mr. Jiang Yingwu as the candidate proposed to be elected as the director of the Company, at the 2021 First Extraordinary General Meeting as required under Rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (“ Listing Rules ”) are set out in the announcement of the Company dated 30 December 2020.
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Pursuant to Rule 13.39(4) of the Listing Rules, votes of the shareholders at the 2021 First Extraordinary General Meeting shall be taken by poll except where the chairman of the 2021 First Extraordinary General Meeting, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted by a show of hands.
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Any shareholder entitled to attend and vote at the 2021 First Extraordinary General Meeting is entitled to appoint one or more than one proxy to attend and vote on his behalf. A proxy need not be a member of the Company.
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To be valid, the form of proxy and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of such authority, must be deposited at the office of the Company’s H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for holders of H shares as soon as possible and in any event not less than 24 hours before the time for holding of the meeting or any adjournment thereof.
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Shareholders or their proxies shall present proofs of identities when attending the 2021 First Extraordinary General Meeting.
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The holders of A shares and H shares will vote as one class of shareholder. The register of members for H shares of the Company will be closed from 14 January 2021 (Thursday) to 19 January 2021 (Tuesday) (both days inclusive), during which no transfer of shares will be effected. Shareholders whose names appear on the register of members of the Company on 19 January 2021 (Tuesday) will be entitled to attend and vote at the 2021 First Extraordinary General Meeting. In order to attend and vote at the 2021 First Extraordinary General Meeting, all transfers accompanied by relevant share certificates must be lodged 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 not later than 4:30 p.m. on 13 January 2021 (Wednesday).
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Shareholders or their proxies attending the 2021 First Extraordinary General Meeting are responsible for their own transportation and accommodation expenses.
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As at the date of this announcement, the executive directors of the Company are Zeng Jin, Wu Dong and Zheng Baojin; the non-executive directors of the Company are Wang Zhaojia and Xue Chunlei; and the independent non-executive directors of the Company are Wang Guangjin, Tian Lihui, Tang Jun and Ngai Wai Fung.
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