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ELL Environmental Holdings Limited Proxy Solicitation & Information Statement 2011

Aug 15, 2011

49895_rns_2011-08-15_69791d7a-f256-4687-8025-ee120816a8d0.pdf

Proxy Solicitation & Information Statement

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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.

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

(Stock Code: 0598)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (the ‘‘EGM’’) of Sinotrans Limited (the ‘‘Company’’) will be held at No.1 Meeting Room, 12th Floor, Sinotrans Plaza A, A43, Xizhimen Beidajie, Haidian District, Beijing, the People’s Republic of China (Post Code 100044) on 30 September, 2011 at 9: 30 a.m. for the purpose of considering and, if thought fit, passing, with or without modifications, the following ordinary resolution of the Company:

ORDINARY RESOLUTION

‘‘THAT:

  • (A) the deposit services (the ‘‘Deposit Services’’) to be provided by Sinotrans & CSC Finance Co. Ltd. (the ‘‘Finance Company’’) to the Company and its subsidiaries (the ‘‘Group’’) under the financial services agreement (the ‘‘Financial Services Agreement’’, a copy of which is produced to the meeting marked ‘‘A’’ and initialled by the Chairman for the purpose of identification), entered into between the Company and the Finance Company on 26 July 2011 and the annual caps for each of the three years ending 31 December 2011, 2012 and 2013 in respect of the receipt of the Deposit Services by the Group from the Finance Company in accordance with the terms of the Financial Services Agreement be and are hereby approved; and

  • (B) the directors of the Company be and are hereby authorised to take all actions and execute all documents which they deem necessary, desirable or appropriate in order to implement or give effect to the Deposit Services contemplated under the Financial Services Agreement.’’

By order of the Board of Sinotrans Limited Gao Wei Company Secretary

Beijing, 15 August, 2011

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Notes:

  1. The register of members of the Company will be closed from 30 August, 2011 to 30 September, 2011, both days inclusive, during which period no share transfers will be registered. The purpose of the book closure is to allow the Company to determine who shall qualify to attend and vote at the EGM. The record date for the purpose of such determination shall be 30 September, 2011. To qualify for attendance at the EGM, all transfers accompanied by the relevant share certificates must be lodged with the Company’s H Share Registrar in Hong Kong, Computershare Hong Kong Investor Services Limited of Shops 1712–1716, 17/F., Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not later than 4: 30 p.m. on 29 August, 2011, for registration.

  2. Shareholders intending to attend the EGM shall give written notice of the same to the Company, which shall be lodged at the registered office of the Company on or before 4: 30 p.m. on 9 September, 2011.

  3. Shareholders entitled to attend and vote at the EGM are entitled to appoint one or more persons (whether or not a shareholder of the Company) as their proxy to attend and vote on behalf of themselves.

  4. In order to be valid, the form of proxy, together with a duly notarized power of attorney or other document of authority, if any, under which the form is signed must be deposited at the registered office of the Company not later than 24 hours before the time for holding the EGM.

  5. As at the date of this announcement, Zhao Huxiang, Zhang Jianwei, Tao Suyun and Li Jianzhang are executive directors of the Company; Yang Yuntao, Liu Jinghua, Jerry Hsu and Mok Chi Ming Victor are non-executive directors of the Company; and Sun Shuyi, Lu Zhengfei and Miao Yuexin are independent non-executive directors of the Company.

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