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COSCO SHIPPING Development Co., Ltd. AGM Information 2023

Feb 8, 2023

50782_rns_2023-02-08_e2b24a32-9914-4779-9919-159c04e56bba.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.

中遠海運發展股份有限公司 COSCO SHIPPING Development Co., Ltd.[*]

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

(Stock Code: 02866)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (the “ EGM ”) of COSCO SHIPPING Development Co., Ltd. * (the “ Company ”) will be held at 1:30 p.m. on Monday, 27 February 2023 (or at any adjourned meeting thereof) at 3rd Floor, Ocean Hotel Shanghai, No. 1171 Dong Da Ming Road, Hongkou District, Shanghai, the People’s Republic of China to consider and, if thought fit, pass the following resolutions. Unless otherwise defined, capitalized terms used in this notice shall have the same meanings as those defined in the circular of the Company dated 9 February 2023 (the “ Circular ”).

SPECIAL RESOLUTION

  1. To consider and approve the resolution in relation to the proposed grant of general mandate to issue corporate bonds.

ORDINARY RESOLUTIONS

  1. To consider and approve the resolutions in relation to the re-election of the following persons as executive Directors and non-executive Directors of the seventh session of the Board:

    • (a) Mr. Liu Chong as an executive Director of the seventh session of the Board;

    • (b) Mr. Zhang Mingwen as an executive Director of the seventh session of the Board;

    • (c) Mr. Huang Jian as a non-executive Director of the seventh session of the Board;

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  • (d) Mr. Liang Yanfeng as a non-executive Director of the seventh session of the Board; and

  • (e) Mr. Ip Sing Chi as a non-executive Director of the seventh session of the Board.

  1. To consider and approve the resolutions in relation to the re-election and election of the following persons as independent non-executive Directors of the seventh session of the Board:

    • (a) Mr. Lu Jianzhong as an independent non-executive Director of the seventh session of the Board;

    • (b) Ms. Zhang Weihua as an independent non-executive Director of the seventh session of the Board;

    • (c) Mr. Shao Ruiqing as an independent non-executive Director of the seventh session of the Board; and

    • (d) Mr. Chan Kwok Leung as an independent non-executive Director of the seventh session of the Board.

  2. To consider and approve the resolutions in relation to the re-election of the following persons as Supervisors of the seventh session of the Supervisory Committee:

    • (a) Mr. Ye Hongjun as a Supervisor of the seventh session of the Supervisory Committee; and

    • (b) Ms. Zhu Mei as a Supervisor of the seventh session of the Supervisory Committee.

By order of the Board

COSCO SHIPPING Development Co., Ltd. Cai Lei*

Joint Company Secretary

Shanghai, the People’s Republic of China

9 February 2023

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Notes:

  1. For the purpose of holding the EGM, the register of members of H Shares of the Company (the “ Register of Members ”) will be closed from 23 February 2023 to 27 February 2023 (both days inclusive), during which period no transfer of H Shares of the Company will be registered. Holders of H Shares of the Company (the “ H Shareholders ”) whose names appear on the Register of Members at the close of business on 22 February 2023 will be entitled to attend and vote at the EGM.

  2. In order to be eligible to attend and vote at the EGM, the H Shareholders shall lodge all transfer documents together with the relevant share certificates to Computershare Hong Kong Investor Services Limited (“ Computershare ”), the H Share registrar of the Company, not later than 4:30 p.m. on 22 February 2023.

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

  1. Each of the H Shareholders who have the right to attend and vote at the EGM is entitled to appoint in writing one or more proxies, whether a Shareholder or not, to attend and vote on his/her behalf at the EGM.

  2. The Form of Proxy must be signed by the Shareholder or his/her attorney duly authorized in writing or, in the case of a legal person, must either be executed under its common seal or under the hand of a legal representative or other attorney duly authorized to sign the same. If the Form of Proxy is signed by an attorney of the appointer, the power of attorney or other authority under which the attorney is authorized to sign, must be notarially certified.

  3. To be valid, for H Shareholders, the Form of Proxy, and if the Form of Proxy is signed by a person on behalf of the appointer under a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority, must be delivered to Computershare at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time for holding the EGM or any adjourned meeting thereof.

  4. If a proxy attends the EGM on behalf of a Shareholder, he/she should produce his/her identity card and the Form of Proxy which has been signed by the Shareholder or his/her legal representative or his/her duly authorized attorney and specifies the date of its issuance. If a legal person Shareholder appoints its corporate representative to attend the EGM, such representative should produce his/her identity card and the notarized copy of the resolution passed by the Board or other authorities, or other notarized copy of the permit issued by such legal person Shareholder. The Form(s) of Proxy duly completed and submitted by HKSCC Nominees Limited are deemed to be valid, and it is not necessary for the proxy(ies) appointed by HKSCC Nominees Limited to produce the signed Form(s) of Proxy when the proxy(ies) attend(s) the EGM. Completion and return of the Form of Proxy will not preclude a Shareholder from attending in person and voting at the EGM or any adjourned meeting thereof should he/she so wishes.

  5. Pursuant to the Listing Rules, any vote of Shareholders at a general meeting must be taken by way of poll except where the chairman of the meeting, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands. As such, voting on the resolutions set out in the Notice of EGM will be conducted by way of poll. Poll results will be published on the website of the Hong Kong Stock Exchange at www.hkexnews.hk after the EGM.

  6. Where there are joint registered holders of any Shares of the Company, only the person whose name stands first on the Register of Members in respect of such Shares may vote at the EGM, either in person or by proxy, in respect of such Shares as if he/she was solely entitled thereto.

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  1. The EGM is estimated to last for half a day. Shareholders who intend to attend the EGM in person or by proxy shall bear their own transportation and accommodation expenses.

As at the date of this notice, the Board comprises Mr. Liu Chong and Mr. Zhang Mingwen, being executive Directors, Mr. Huang Jian, Mr. Liang Yanfeng and Mr. Ip Sing Chi, being non-executive Directors, and Mr. Cai Hongping, Mr. Lu Jianzhong, Ms. Zhang Weihua and Mr. Shao Ruiqing, being independent non-executive Directors.

  • The Company is a registered non-Hong Kong company as defined under the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) and it is registered under its Chinese name and under the English name “COSCO SHIPPING Development Co., Ltd.”.

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