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COSCO SHIPPING Development Co., Ltd. AGM Information 2008

Jun 20, 2008

50782_rns_2008-06-20_fb0bbed9-08eb-4be9-99a6-6bf04f5628ac.pdf

AGM Information

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==> picture [424 x 94] intentionally omitted <==

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock code: 2866)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (the “ SGM ”) of China Shipping Container Lines Company Limited (the “ Company ”) will be held at 2:00 p.m. on 6 August 2008 at Mingxuan Hall, 1st Floor, Supreme Tower Hotel, 600 Lao Shan Road, Pudong New District, Shanghai, the People’s Republic of China (the “ PRC ”) to consider and, if thought fit, pass the following resolutions as ordinary resolutions, and unless otherwise defined herein, the terms herein shall have the same meanings as defined in the circular to the shareholders of the Company dated 20 June 2008 (the “ Circular ”):

  1. THAT the Revised Caps, details of which are set out in the Circular, be and are hereby approved”;

  2. THAT the change in the use of A Share Listing proceeds, details of which are set out in the Circular, be and is hereby approved”; and

  3. THAT the appointment of Mr. Yan Zhichong as a non-executive Director for a term commencing at the conclusion of the SGM and ending at the conclusion of the annual general meeting of the Company for the year 2009, i.e. in or around June 2010, be and is hereby approved and the Board be authorized to fix the remuneration of Mr. Yan Zhichong and the resignation of Mr. Yao Zuozhi as a non-executive Director, be and is hereby approved”.

By order of the Board China Shipping Container Lines Company Limited Ye Yumang Company Secretary

Shanghai, the People’s Republic of China 20 June 2008

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Notes:

  • (a) The resume of Mr. Yan Zhichong has been set out below:

Mr. Yan is the general manager of Guangzhou Maritime Transport (Group) Co., Ltd., a supervisor of China Shipping Development Company Limited (“CSDC”) and a director of China Shipping Haisheng Co., Ltd.. He was the general manager of CSDC Tanker Company (Guang Zhou), the section chief of transport department of China Shipping (Group) Company, the vice president of China Shipping (Hong Kong) Holdings Co., Ltd. and the general manager of China Shipping International Ship Management Co., Ltd.. Mr. Yan holds a Bachelor’s degree and is also a senior engineer.

Mr. Yan is not connected with the Company, the controlling shareholder of the Company and the defacto controller of the Company. Mr. Yan does not have any interest in the shares of the Company. Mr. Yan was not punished by China Securities Regulatory Commission and other relevant authorities and disciplined by any stock exchange.

  • (b) The address of Computershare Hong Kong Investor Services Limited is as follows:

Room 1806-1807 18th Floor Hopewell Centre 183 Queen’s Road East Hong Kong

  • (c) Holders of H shares, who intend to attend the SGM, must complete the reply slips and return them to the Directorate Secretary Office of the Company not later than 20 days before the date of the SGM, i.e. no later than 17 July 2008.

Details of the Directorate Secretary Office of the Company are as follows:

3rd Floor 450 Fu Shan Road Pudong New District Shanghai The People’s Republic of China 200122 Tel: 86-21-6596-6666 Fax: 86-21-6596-6813

  • (d) Each holder of H shares who has the right to attend and vote at the SGM is entitled to appoint in writing one or more proxies, whether a Shareholder or not, to attend and vote on his behalf at the SGM. A proxy of a Shareholder who has appointed more than one proxy may only vote on a poll.

  • (e) The instrument appointing a proxy must be in writing under the hand of the appointer or his attorney duly authorized in writing. If that instrument is signed by an attorney of the appointer, the power of attorney authorizing that attorney to sign, or other documents of authorization, must be notarially certified.

  • (f) To be valid, for holders of H shares, the form of proxy, and if the form of proxy is signed by a person under a power of attorney or other authority on behalf of the appointer, a notarially certified copy of that power of attorney or other authority, must be delivered to the Company’s H Share Registrar, Computershare Hong Kong Investor Services Limited, the address of which is set out in Note (a) above, not less than 24 hours before the time for holding the SGM or any adjournment thereof in order for such documents to be valid.

  • (g) If a proxy attends the SGM on behalf of a Shareholder, he should produce his identity card and the instrument signed by the proxy or his legal representative, and specifying the date of its issuance. If a legal person Shareholder appoints its corporate representative to attend the SGM, such representative should produce his/her identity card and the notarized copy of the resolution passed by the board of directors or other authorities or other notarized copy of the license issued by such legal person Shareholder.

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  • (h) Pursuant to Articles 8.25 to 8.27 of the Articles of Association of the Company, at the SGM, a resolution shall be decided on a show of hands unless a poll is (before or after any vote by show of hands) demanded:

    • (1) by the chairman of the meeting;

    • (2) by at least two Shareholders entitled to vote present in person or by proxy;

    • (3) by one or more Shareholders present in person or by proxy and representing 10% or more of all shares carrying the right to vote at the meeting.

The demand for a poll may be withdrawn by the person who makes such demand. A poll demanded on the election of the chairman of the meeting, or on a question of adjournment of the meeting, shall be taken forthwith. A poll demanded on any other question shall be taken at such time as the chairman of the meeting directs, and any business other than that upon which a poll has been demanded may be proceeded with, pending the taking of the poll. The result of the poll shall be deemed to be a resolution of the meeting at which the poll was demanded. On a poll taken at the meeting, a Shareholder (including proxy) entitled to two or more votes need not cast all his or her votes in the same way.

  • (i) Notice is hereby given that pursuant to the Articles of Association of the Company, for the purpose of holding the SGM, the Register of Members for holders of H shares of the Company will be closed from 8 July 2008 to 6 August 2008 (both days inclusive), during which period no transfer of shares of the Company will be registered. Shareholders whose names appear on the Register of Members for holders of H shares of the Company at the close of business on 6 August 2008 are entitled to attend and vote at the SGM.

In order to attend the SGM, holders of the Company’s H shares shall lodge all transfers together with the relevant share certificates to Computershare Hong Kong Investor Services Limited, the Company’s H shares registrar, at Room 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on 7 July 2008.

  • (j) The SGM is expected to last for half a day. Shareholders attending the SGM are responsible for their own transportation and accommodation expenses.

The Board as at the date of this notice comprises of Mr. Li Shaode, Mr. Zhang Guofa, Mr. Huang Xiaowen and Mr. Zhao Hongzhou, being executive Directors, Mr. Ma Zehua, Mr. Zhang Jianhua, Mr. Lin Jianqing, Mr. Wang Daxiong, Mr. Yao Zuozhi and Mr. Xu Hui, being non- executive Directors, and Mr. Hu Hanxiang, Mr. Jim Poon (also known as Pan Zhanyuan), Mr. Wang Zongxi, Mr. Shen Kangchen and Mr. Shen Zhongying, being independent non-executive Directors.

  • The Company is registered as a non-Hong Kong company under Part XI of the Companies Ordinance (Chapter 32 of the Laws of Hong Kong) under its Chinese name and the English name “China Shipping Container Lines Company Limited”.

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