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CStone Pharmaceuticals — AGM Information 2024
May 22, 2024
50715_rns_2024-05-22_74a6be54-6b21-4c65-8fbe-ed4989b7cc80.pdf
AGM Information
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兗礦能源集團股份有限公司 YANKUANG ENERGY GROUP COMPANY LIMITED*
(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 01171)
Form of Proxy for Use at the Annual General Meeting for the Year Ended 31 December 2023 to be held on Friday, 21 June 2024
The Number of Shares Represented by the Proxy Form [(note][1)]
I/We [(note][2)] , Address [(note][2)] being the registered holder(s) of (note 1) H shares of RMB 1.00 each in the capital of Yankuang Energy Group Company Limited (the “ Company ”), HEREBY APPOINT [(note][3)] the Chairman of the 2023 annual general meeting of the Company (the “ AGM* ”) or of
as my/our proxy/proxies to attend on my/our behalf at the AGM (and/or at any adjournment thereof) to be held at the headquarters of the Company at 949 South Fushan Road, Zoucheng, Shandong Province 273500, the People’s Republic of China at 9:00 a.m. on Friday, 21 June 2024. The proxy/ proxies will vote on the resolutions listed in the Notice of AGM as hereunder indicated or, unless otherwise indicated or if no such indication is given, as my proxy/proxies think(s) fit:
| RESOLUTIONS | FOR(note 4) | FOR(note 4) | AGAINST(note 4) | AGAINST(note 4) | ABSTAIN(note 4) | ABSTAIN(note 4) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary Resolutions | ||||||||||||||||
| 1 | “THAT, to consider and approve the working report of the Board for the | |||||||||||||||
| year ended 31 December 2023”. | ||||||||||||||||
| 2 | “THAT, to consider and approve the working report of the Supervisory | |||||||||||||||
| Committee for the year ended 31 December 2023”. | ||||||||||||||||
| 3 | “THAT, to consider and approve the audited financial statements of the | |||||||||||||||
| Company and its subsidiaries for the year ended 31 December 2023”. | ||||||||||||||||
| 4 | “THAT, to consider and approve the remuneration of the Directors and | |||||||||||||||
| Supervisors of the Company for the year ending 31 December 2024 “. | ||||||||||||||||
| 5 | “THAT, to consider and approve the renewal of the liability insurance of | |||||||||||||||
| the Directors, Supervisors and senior officers of the Company”. | ||||||||||||||||
| 6 | “THAT, to consider and approve the appointment and remuneration of | |||||||||||||||
| external auditing firm for the year 2024”. | ||||||||||||||||
| Special Resolutions | ||||||||||||||||
| 7 | “THAT, to consider and approve the proposed profit distribution plan of | |||||||||||||||
| the Company for the year ended 31 December 2023 and to authorize the | ||||||||||||||||
| Board to distribute: (i) a final cash dividend of RMB1.30 (tax inclusive) | ||||||||||||||||
| per share for the year 2023; (ii) a special cash dividend of RMB0.19 (tax | ||||||||||||||||
| inclusive) per share; and (iii) three (3) Bonus Shares for every ten (10) | ||||||||||||||||
| Shares to the Shareholders based on the number of shares on the dividend | ||||||||||||||||
| distribution record date”. | ||||||||||||||||
| 8 | “THAT, to consider and approve the proposal in relation to the provision | |||||||||||||||
| of financial guarantee(s) to the Company’s Subsidiaries and the granting | ||||||||||||||||
| of authorization to Yancoal Australia Limited and its subsidiaries to | ||||||||||||||||
| provide guarantee(s) in relation to daily operations to the subsidiaries of | ||||||||||||||||
| the Company in Australia”. | ||||||||||||||||
| 9 | “THAT, to consider and approve the proposal to | authorize the Company | ||||||||||||||
| to carry out domestic and overseas financing businesses”. |
| RESOLUTIONS | FOR(note 4) | FOR(note 4) | AGAINST(note 4) | ABSTAIN(note 4) | ABSTAIN(note 4) | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 10 | “THAT, to consider and approve the amendments to the Articles | of | |||||||||
| Association of Yankuang Energy Group Company Limited* and | the | ||||||||||
| Relevant Rules of Procedure”. | |||||||||||
| 11. | “THAT, to consider and approve the proposal in relation to the | Plan | of | ||||||||
| Storage Issuance of Corporate Bonds and Related Authorizations: | |||||||||||
| 11.01 | To consider and approve the size and method of the Issuance; | ||||||||||
| 11.02 | To consider and approve the maturity period of the Bonds; | ||||||||||
| 11.03 | To consider and approve the types of bonds to be issued; | ||||||||||
| 11.04 | To consider and approve the par value and the issue price; | ||||||||||
| 11.05 | To consider and approve the coupon rate and its determination |
||||||||||
| mechanism; | |||||||||||
| 11.06 | To consider and approve the form of the Bonds; | ||||||||||
| 11.07 | To consider and approve the method of interest payment and redemption; | ||||||||||
| 11.08 | To consider and approve the guarantee; | ||||||||||
| 11.09 | To consider and approve the underwriting; | ||||||||||
| 11.10 | To consider and approve the target of the Issuance; | ||||||||||
| 11.11 | To consider and approve the placing arrangement for Shareholders; | ||||||||||
| 11.12 | To consider and approve the listing arrangement; | ||||||||||
| 11.13 | To consider and approve the authorization.” | ||||||||||
| 12. | “THAT, to consider and approve the proposal in relation to the | general | |||||||||
| mandate authorizing the Board to issue additional shares |
of | the | |||||||||
| Company”. | |||||||||||
| 13. | “THAT, to consider and approve the proposal in relation to the | general | |||||||||
| mandate authorizing the Board to repurchase H shares”. |
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For identification purpose only
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** The details of the above resolutions are included in the circular of the Company dated 22 May 2024 (the “ Circular ”) and the 2023 annual report of the Company.
[5)] Signature [(note] : Date:
Notes:
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Unless otherwise specified, capitalised terms used for the resolutions have the same meanings as defined in the Announcements and the Circular.
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Please insert the number of shares in the Company to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name.
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Full name(s) and address(es) to be inserted in BLOCK LETTERS as shown in the register of members of the Company.
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If the person other than the Chairman of the AGM is to be appointed as proxy, please delete “the Chairman of the 2023 annual general meeting of the Company or” and insert into the blank space the name and address of the proxy appointed. Each Shareholder is entitled to appoint one or more proxies to attend and vote at the meeting. The proxy need not to be a Shareholder. A proxy of a Shareholder who has appointed more than one proxy may only vote on a poll. Any alteration made to this form of proxy must be initialled by the person(s) who sign(s) it.
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Important:you wish toIf abstainyou wishfromto votevotingforonanyanyresolution,resolution,ticktickin inthetheboxboxmarkedmarked“ FOR “ ABSTAIN ”. If you”,wishand toyourvotevotingagainstwillanyberesolution,counted inticktheintotalthe numberbox markedof votes“ AGAINST cast in ”.thatIf resolution for the purpose of calculating the result of that resolution. Failure to tick the box will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.
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This form of proxy must be signed by you (or by your attorney duly authorized in writing). If you are a legal entity such as a company or an organisation, this form of proxy must be under the seal of the legal entity or be signed by its director (or responsible person) or a duly authorized attorney.
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To be valid, this form of proxy, together with the power of attorney or other documents of authorization under which it is signed, must be delivered to Hong Kong Registrars Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 24 hours before the time appointed for the holding of the AGM or any adjournment thereof.
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A proxy attending the AGM must present his proof of identity.