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COSCO SHIPPING Development Co., Ltd. AGM Information 2011

Apr 28, 2011

50782_rns_2011-04-28_7321d996-bca9-4f88-99ca-82ee3f1ceab5.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 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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(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock code: 02866)

NOTICE OF 2010 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the annual general meeting for the year 2010 (“ AGM ”) of China Shipping Container Lines Company Limited (the “ Company ”) will be held at 2:00 p.m. on Tuesday, 28 June 2011 at Eiffelton Hotel, 1888 Pu Ming Road, Pudong New District, Shanghai, the People’s Republic of China (“ PRC ”) for the following purposes:

by way of ordinary resolutions:

  1. to consider and approve the audited financial statements and the auditors’ report of the Company and its subsidiaries for the year ended 31 December 2010;

  2. to consider and approve the proposed profit distribution plan of the Company for the year ended 31 December 2010;

  3. to consider and approve the report of the board (the “ Board ”) of directors (the “ Directors ”) of the Company for the year ended 31 December 2010;

  4. to consider and approve the report of the supervisory committee of the Company for the year ended 31 December 2010;

  5. to consider and approve the annual report of the Company prepared in accordance with requirements of the jurisdiction where its shares are listed for the year ended 31 December 2010;

  6. to consider and approve the appointment of PricewaterhouseCoopers, Hong Kong, Certified Public Accountants as the Company’s international auditor for the year of 2011, and to authorise the audit committee of the Board to determine its remuneration;

  7. to consider and approve the appointment of Vocation International Certified Public Accountants Co., Ltd. as the Company’s PRC auditor for the year of 2011, and to authorise the audit committee of the Board to determine its remuneration;

  8. to consider and determine the remuneration of the Directors and supervisors (the “ Supervisors ”) of the Company for the year ending 31 December 2011;

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  1. to consider and approve the adjustment to the remuneration of the executive Directors who are entitled to receive remuneration and the staff representative Supervisors for the year 2010;

  2. to consider and approve the resignation of Mr. Yan Zhichong from his position as a nonexecutive Director;

  3. to consider and approve the appointment of Mr. Zhang Rongbiao (“ Mr. Zhang ”) as a nonexecutive Director with effect from the conclusion of the AGM until the conclusion of the annual general meeting of the Company for the year 2012, i.e. on or around June 2013;

The brief biographical details of Mr. Zhang Rongbiao proposed to be appointed are set out in the paragraph (a) of the explanatory notes to this notice pursuant to Rule 13.51(2) of the Rules (the “ Listing Rules ”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”); and

  1. to consider and approve the purchase of liability insurance policy for the Directors, the Supervisors and the senior management of the Company.

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

Shanghai, the PRC 28 April 2011

The Board as at the date of this announcement 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. Xu Hui and Mr. Yan Zhichong, being nonexecutive Directors, and Mr. Jim Poon (also known as Pan Zhanyuan), Mr. Wu Daqi, Mr. Shen Kangchen, Mr. Shen Zhongying and Ms. Zhang Nan, 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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Notes:

  • (A) For the purpose of holding the AGM, the register of H shares members of the Company (“ Register of Members ”) will be closed from Saturday, 28 May 2011 to Tuesday, 28 June 2011 (both days inclusive), during which period no transfer of H shares of the Company will be registered. Holders of H shares whose names appear on the Register of Members at the close of business on Friday, 27 May 2011 are entitled to attend and vote at the AGM.

In order to attend the AGM, holders of the Company’s H shares shall lodge all transfer documents together with the relevant share certificates to Computershare Hong Kong Investor Services Limited, the Company’s H shares registrar, (“ Computershare ”) not later than 4:30 p.m. on Friday, 27 May 2011.

The address of Computershare is as follows: Rooms 1712-1716, 17th Floor Hopewell Centre 183 Queen’s Road East Wanchai, Hong Kong

  • (B) Holders of H shares, who intend to attend the AGM, 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 AGM, i.e. no later than Wednesday, 8 June 2011.

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

3rd Floor 450 Fu Shan Road Pudong New District Shanghai 200122 the People’s Republic of China

Tel: (8621) 6596 6666 Fax: (8621) 6596 6813

  • (C) Each holder of H shares who has the right to attend and vote at the AGM is entitled to appoint in writing one or more proxies, whether a shareholder of the Company (“ Shareholder ”) or not, to attend and vote on his behalf at the AGM.

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

  • (E) 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 Computershare at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time for holding the AGM or any adjournment thereof in order for such documents to be valid.

  • (F) If a proxy attends the AGM on behalf of a Shareholder, he should produce his identity card and the form of proxy signed by the Shareholder or his legal representative or his duly authorised attorney, and specifying the date of its issuance. If a legal person Shareholder appoints its corporate representative to attend the AGM, such representative should produce his/her identity card and the notarised copy of the resolution passed by the Board or other authorities or other notarised copy of the licence issued by such legal person Shareholder.

  • (G) Pursuant to the Listing Rules, any vote of Shareholders at a general meeting must be taken by way of a poll. As such, each of the resolutions set out in the notice of the AGM will be voted on by poll. Results of the poll voting will be published on the website of the Stock Exchange at www.hkexnews.hk after the AGM.

  • (H) The AGM is estimated to last for half a day. Shareholders who attend the AGM in person or by proxy shall bear their own transportation and accommodation expenses.

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Explanatory Note(s) to the Notice of AGM

(a) Mr. Zhang Rongbiao

Mr. Zhang Rongbiao, aged 49, is an auditor, accountant and engineer. Mr. Zhang is the general manager and Party secretary of Guangzhou Shipping (Group) Company. He began his career in the shipping industry in 1979. Between January 1996 and July 1997, he was the assistant director and deputy director of Supervision and Auditing Division of Guangzhou Shipping (Group) Company. Between July 1997 and March 2005, he was the executive vice director and director of Supervision and Auditing Division of China Shipping (Group) Company. From March 2005 to January 2007, he was Party secretary of China Shipping Development Company Limited Tramp Co.. From January 2007 to March 2011, he was Party secretary and deputy general manager of China Shipping Development Company Limited Tramp Co.. From April 2011 till now, he has been the general manager and Party secretary of Guangzhou Shipping (Group) Company. Mr. Zhang graduated from Wuhan River Transport College, majoring in Engine Management. He pursued his postgraduate study at Graduate School of Shanghai Academy of Social Sciences from January 1999 to December 2001.

Save as disclosed above, Mr. Zhang did not hold any other positions in the Company and/or its subsidiaries in the last three years. Save as disclosed above, Mr. Zhang did not hold any directorship in any other publicly listed companies in Hong Kong or overseas in the last three years. Save as disclosed above, Mr. Zhang does not have other major appointments and professional qualifications.

Save as disclosed above, Mr. Zhang does not have any relationship with any Directors, senior management, substantial or controlling Shareholders of the Company (within the meaning of the Listing Rules).

Save as disclosed above, Mr. Zhang does not have any other interests in any shares or underlying shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance as at the date of this announcement. Mr. Zhang will enter in a service agreement with the Company for the term as mentioned above and will not receive any remuneration from the Company and its subsidiaries.

The Directors believe that there are no matters relating to Mr. Zhang as the non-executive Director that need to be brought to the attention of the Shareholders and there is no information which requires to be disclosed pursuant to any of the requirements set out in Rule 13.51(2)(h) to (v) of the Listing Rules.

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