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COSCO SHIPPING Development Co., Ltd. — Board/Management Information 2011
Sep 30, 2011
50782_rns_2011-09-30_f951153e-159b-430f-a503-c56bd83fcb68.pdf
Board/Management 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 EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that an extraordinary general meeting (“ EGM ”) of China Shipping Container Lines Company Limited (the “ Company ”) will be held at 2:00 p.m. on Tuesday, 22 November 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 resolution:
- to consider and approve the appointment of Mr. Xu Lirong (“ Mr. Xu ”) as an executive director (the “ Director ”) of the Company with effect from the conclusion of the EGM 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. Xu Lirong proposed to be appointed are set out in the paragraph (a) of the explanatory note 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 ”).
By Order of the Board China Shipping Container Lines Company Limited Ye Yumang Company Secretary
Shanghai, the PRC 30 September 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. Zhang Jianhua, Mr. Lin Jianqing, Mr. Wang Daxiong, Mr. Zhang Rongbiao and Mr. Xu Hui, being non-executive Directors, and Mr. Shen Kangchen, Mr. Jim Poon (also known as Pan Zhanyuan), Mr. Shen Zhongying, Mr. Wu Daqi 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) Notice is hereby given that pursuant to the articles of association of the Company, for the purpose of holding the EGM, the register of H shares members of the Company (“ Register of Members ”) will be closed from Saturday, 22 October 2011 to Tuesday, 22 November 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, 21 October 2011 are entitled to attend and vote at the EGM. In order to attend the EGM, 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, 21 October 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 EGM, 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 EGM, i.e. no later than Wednesday, 2 November 2011.
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: (8621) 6596 6666 Fax: (8621) 6596 6813
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(C) Each holder of H shares who has the right to attend and vote at the EGM 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 EGM.
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(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.
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(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 EGM or any adjournment thereof in order for such documents to be valid.
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(F) If a proxy attends the EGM 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 EGM, such representative should produce his/her identity card and the notarised copy of the resolution passed by the board of directors or other authorities or other notarised copy of the license issued by such legal person Shareholder.
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(G) Pursuant to the Listing Rules, any vote of Shareholders at a general meeting must be taken by way of a poll. As such, the resolution sets out in the notice of the EGM 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 EGM.
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(H) The EGM is estimated to last for half a day. Shareholders who attend the EGM in person or by proxy shall bear their own transportation and accommodation expenses.
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Explanatory Note to the Notice of EGM
(a) Mr. Xu Lirong
Mr. Xu Lirong, aged 54, currently is the Director, Executive President and a member of the Party Committee of China Shipping (Group) Company. He is also the Chairman of a number of companies including China Shipping (Hong Kong) Holdings Co., Ltd., China Shipping (Europe) Holding GmbH, China Shipping (North America) Holding Co., Ltd., China Shipping (South Eastern Asia) Holding Co., Ltd., China Shipping (Western Asia) Holdings Co., Ltd. and COSCO Shipping Co., Ltd., as well as the Chairman of the Board of COSCO Pacific Limited. He had been the Executive Vice President, a member of the Party Committee and the Chairman of Trade Union of China Ocean Shipping (Group) Company, the Executive Vice President and the Director of China COSCO Holdings Company Limited, the Managing Director of COSCO Container Lines Company Limited, the Marine Captain and Deputy Director of the first management department of Shanghai Ocean Shipping Company, the General Manager of Shanghai International Freight Forwarding Company, the Deputy Managing Director of Shanghai Ocean Shipping Company and the President of Shanghai Shipping Exchange. He has extensive experience in container shipping business management and corporate management. Mr. XU obtained his Master of Business Administration degree from Shanghai Maritime University and the Maastricht School of Management in the Netherlands.
Save as disclosed above, Mr. Xu did not hold any other positions in the Company and/or its subsidiaries in the last three years. Save as disclosed above, Mr. Xu 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. Xu does not have other major appointments and professional qualifications.
Save as disclosed above, Mr. Xu 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. Xu 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. Xu will enter into 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. Xu as the 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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