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China Maple Leaf Educational Systems Limited Declaration of Voting Results & Voting Rights Announcements 2021

Jan 27, 2021

49847_rns_2021-01-27_b06d03dd-e345-45fa-9b39-0c5214ccf8f6.pdf

Declaration of Voting Results & Voting Rights Announcements

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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.

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**China Maple Leaf Educational Systems Limited ***

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1317)

POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 27 JANUARY 2021

At the annual general meeting (the “ AGM ”) of China Maple Leaf Educational Systems Limited (the “ Company ”) held on 27 January 2021, all the proposed resolutions as set out in the notice of the AGM dated 22 December 2020 were taken by poll. The poll results are as follows:

Ordinary Resolutions Ordinary Resolutions Ordinary Resolutions Number of Votes(Approximate %) Number of Votes(Approximate %) Number of Votes(Approximate %)
Ordinary Resolutions Number of Votes(Approximate %)
For Against
1. Toreceivetheauditedconsolidatedfinancialstatements of the Company and the reports of thedirectors (the “Directors”) and auditors for the yearended 31 August 2020. 1,490,441,103(99.78%) 3,349,074(0.22%)
2(a). To re-elect Ms. Jingxia Zhang as Executive Director. 1,488,778,486(99.68%) 4,807,691(0.32%)
2(b). To re-elect Mr. James William Beeke as ExecutiveDirector. 1,467,082,043(98.23%) 26,504,134(1.77%)
2(c). To authorize the board of directors (the “Board”) tofix the respective directors’ remuneration. 1,491,886,177(99.89%) 1,700,000(0.11%)
3. To re-appoint Deloitte Touche Tohmatsu as auditorsand to authorize the Board to fix their remuneration. 1,487,605,383(99.60%) 5,980,794(0.40%)

* For identification purposes only

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Ordinary Resolutions Ordinary Resolutions Ordinary Resolutions Number of Votes(Approximate %) Number of Votes(Approximate %) Number of Votes(Approximate %)
Ordinary Resolutions Number of Votes(Approximate %)
For Against
4. To give a general mandate to the Directors torepurchase shares of the Company not exceeding10% of the total number of issued shares of theCompany as at the date of passing of this resolution. 1,493,586,177(100%) 0(0.00%)
5. To give a general mandate to the Directors to issue,allot and deal with additional shares of the Companynot exceeding 20% of the total number of issuedshares of the Company as at the date of passing ofthis resolution. 1,373,738,342(91.98%) 119,847,835(8.02%)
6. To extend the general mandate granted to theDirectors to issue, allot and deal with additionalshares in the capital of the Company by the aggregatenumber of the shares repurchased by the Company. 1,374,462,884(92.02%) 119,123,293(7.98%)

Notes:

  • (a) As a majority of the votes were cast in favour of each of the resolutions numbered 1 to 6, all resolutions were duly passed as ordinary resolutions.

  • (b) As at the date of the AGM, the total number of shares of the Company in issue was 2,995,320,920 shares.

  • (c) The total number of shares of the Company entitling the holder to attend and vote on the resolutions at the AGM was 2,995,320,920 shares.

  • (d) There were no shares entitling the holder to attend and abstain from voting in favour of the resolutions at the AGM as set out in rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”).

  • (e) No shareholder of the Company was required under the Listing Rules to abstain from voting on any of the resolutions at the AGM.

  • (f) None of the shareholders of the Company have stated their intention in the Company’s circular dated 22 December 2020 to vote against or to abstain from voting on any of the resolutions at the AGM.

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  • (g) The Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, acted as the scrutineer for the vote-taking at the AGM.

By Order of the Board China Maple Leaf Educational Systems Limited Shu Liang Shermen Jen Chairman and Chief Executive Officer

Hong Kong, 27 January 2021

As at the date of this announcement, the Board comprises Mr. Shu Liang Sherman Jen, Ms. Jingxia Zhang and Mr. James William Beeke as Executive Directors; and Mr. Peter Humphrey Owen, Mr. Alan Shaver and Mr. Lap Tat Arthur Wong as Independent Non-executive Directors.

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