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CK Life Sciences Int'l., (Holdings) Inc. — Proxy Solicitation & Information Statement 2002
Apr 29, 2002
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(a joint stock limited company incorporated in the People's Republic of China with limited liability)
NOTICE OF ANNUAL GENERAL MEETING FOR THE YEAR 2001
NOTICE IS HEREBY GIVEN that the Annual General Meeting (“Annual General Meeting”) of China Petroleum & Chemical Corporation (“Sinopec Corp.”) for the year 2001 will be held at Beijing 21 Century Hotel, No. 40 Liangmaqiao Road, Chaoyang District, Beijing, PRC on Thursday, 13th June, 2002 at 9:00 a.m. for the following purposes:
By way of ordinary resolutions:
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To consider and approve the report of the Board of Directors of Sinopec Corp. for the year ended 31st December, 2001.
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To consider and approve the report of the Supervisory Committee of Sinopec Corp. for the year ended 31st December, 2001.
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To consider and approve the audited accounts and audited consolidated accounts of Sinopec Corp. for the year ended 31st December, 2001.
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To consider and approve Sinopec Corp.’s 2001 profit appropriation plan and the final dividend.
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To re-appoint Messrs. KPMG Huazhen and KPMG as the PRC and international auditors, respectively, of Sinopec Corp. for the year 2002 and to authorise the Board of Directors to fix their remuneration.
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To authorise the Board of Directors to decide matters relating to the payment of interim dividends for the year 2002.
By way of special resolution:
- Motion: to approve the amendment to the Articles of Association of Sinopec Corp. by amending Article 13(2) as follows: “The business scope of the Company shall include: exploration, exploitation and sale of oil and natural gas; oil refining; production, sale, storage and delivery of petrochemicals, chemical fibres and other chemical products; wholesale of refined oil product and sale of lubricants; pipeline transmission of oil and natural gas; electricity generation, manufacture and installation of machines; purchase, sale and supervised manufacture of raw materials, coal, motor vehicles, equipment and components; research, development and application of technology and information; operation of general merchandise business by way of convenient stores, restaurants and lodging houses, vehicles beautification; import and export business, export of technology and labour.”
By Order of the Board
Zhang HonglinSecretary to the Board of DirectorsBeijing, the PRC, 29th April, 2002
Notes:
- Eligibility for attending the Annual General Meeting
Holders of Sinopec Corp.'s H Shares whose names appear on the register of members maintained by Hong Kong Registrars Limited and holders of domestic shares whose names appear on the domestic shares register maintained by China Securities Registration and Clearing Company Limited Shanghai Branch Company at the close of business on 14th May, 2002 are eligible to attend the Annual General Meeting.
- Proxy
(1) A member eligible to attend and vote at the Annual General Meeting is entitled to appoint, in written form, one or more proxies to attend and vote on its behalf. A proxy need not be a shareholder.
(2) A proxy should be appointed by a written instrument signed by the appointor or its attorney duly authorised in writing. If the form of proxy is signed by the attorney of the appointor, the power of attorney authorising that attorney to sign, or other authorisation document(s) must be notarised.
(3) To be valid, the power of attorney or other authorisation document(s) which have been notarised together with the completed form of proxy must be delivered, in the case of holders of domestic shares, to the registered address of Sinopec Corp. and, in the case of holders of H Shares, to Hong Kong Registrars Limited, not less than 24 hours before the time designated for holding of the Annual General Meeting.
(4) A proxy may exercise the right to vote by a show of hands or by poll. However, if more than one proxy is appointed by a shareholder, such proxies shall only exercise the right to vote by poll.
3. Registration procedures for attending the Annual General Meeting
(1) A shareholder or his proxy shall produce proof of identity when attending the meeting. If a shareholder is a legal person, its legal representative or other persons authorised by the board of directors or other governing body of such shareholder may attend the Annual General Meeting by producing a copy of the resolution of the board of directors or other governing body of such shareholder appointing such persons to attend the meeting.
(2) Holders of H Shares and domestic shares intending to attend the Annual General Meeting should return the reply slip for attending the Annual General Meeting to Sinopec Corp. on or before Friday, 24th May, 2002.
(3) Shareholders may send the above reply slip to Sinopec Corp. in person, by post or by fax.
4. Closure of Register of Members
The register of members of Sinopec Corp. will be closed from Tuesday, 14th May, 2002 to Thursday, 13th June, 2002 (both days inclusive).
5. Other Business
(1) The Annual General Meeting will not last for more than one day. Shareholders who attend shall bear their own travelling and accommodation expenses.
(2) The address of the Share Registrar for H Shares of Sinopec Corp., Hong Kong Registrars Limited is at:
2/F, Vicwood Plaza 199
Des Voeux Road
Central Hong Kong
(3) The address of the Share Registrar for A Shares of Sinopec Corp., China Securities Registration and Clearing Company Limited Shanghai Branch Company is at:
72 Pu Jian Road
Pudong District
Shanghai PRC
(4) The registered address of Sinopec Corp. is at:
A6 Huixindong Street
Chaoyang District
Beijing 100029
The People's Republic of China
Telephone No.: (+86) 10 6499 0060
Facsimile No.: (+86) 10 6499 0022
Please also refer to the published version of this announcement in the South China Morning Post.