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RoboSense Technology Co., Ltd — Declaration of Voting Results & Voting Rights Announcements 2012
Dec 18, 2012
50628_rns_2012-12-18_b2392cd8-f1ac-444e-911d-cf5f5db67645.pdf
Declaration of Voting Results & Voting Rights Announcements
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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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ANNOUNCEMENT OF RESOLUTIONS PASSED AT THE THIRD EXTRAORDINARY GENERAL MEETING 2012
The board (the “ Board ”) of directors (the “ Directors ”) of Luoyang Glass Company Limited (the “ Company ”) confirms that there are no false representations, misleading statements or material omissions in this announcement, and individually and collectively accept the responsibility for the truthfulness, accuracy and completeness of the contents contained herein.
References are made to the announcements (the “ Announcements ”) and notice of the third extraordinary general meeting 2012 of the Company (the “ EGM ”) all dated 29 October 2012. Capitalized terms used in this announcement shall have the same meanings as those defined in the Announcements unless defined otherwise.
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I. CONVENING AND ATTENDANCE OF THE MEETING
The Company held its EGM at the conference room of the Company on 1st Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the PRC at 9:00 a.m. on 18 December 2012 (Tuesday). A total of 2 shareholders and their proxies, holding 161,045,644 shares with voting rights of the Company, have attended the EGM. The procedures for convening the EGM were in compliance with the relevant requirements of the Company Law of the PRC and the Articles of Association of the Company. The EGM was presided over by Mr. Song Jianming, the chairman of the Company.
II. CONSIDERATION OF THE RESOLUTIONS
The following ordinary resolutions were passed by way of poll at the EGM:
- To consider and approve the proposed remuneration for the seventh Board of the Company.
161,045,644 shares voted for the resolution, representing 100% of the total number of shares carrying voting rights held by the shareholders (or by their proxies) attending the EGM. 0 share voted against the resolution, representing 0% of the total number of shares carrying voting rights held by the shareholders (or by their proxies) attending the EGM.
- To consider and approve the proposed remuneration for the seventh Supervisory Committee of the Company.
161,045,644 shares voted for the resolution, representing 100% of the total number of shares carrying voting rights held by the shareholders (or by their proxies) attending the EGM. 0 share voted against the resolution, representing 0% of the total number of shares carrying voting rights held by the shareholders (or by their proxies) attending the EGM.
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- To consider and approve the purchase of the Directors, supervisors and senior management officers liability insurance for the Directors, supervisors and senior management officers of the Company, and to consider and approve the authorization to the Board: within the annual premium limit of not more than RMB150,000, to authorize the Board to make decisions on the Directors, supervisors and senior management officers liability insurance plan, to purchase and underwrite such insurance, and to authorize an executive Director to sign the documents in relation to the purchase and underwriting of insurance.
160,030,242 shares voted for the resolution, representing 99.37% of the total number of shares carrying voting rights held by the shareholders (or by their proxies) attending the EGM. 1,015,402 shares voted against the resolution, representing 0.63% of the total number of shares carrying voting rights held by the shareholders (or by their proxies) attending the EGM.
As at the date of the EGM, the total number of issued shares of the Company entitling the holders to attend and vote for or against the above resolutions at the EGM was 500,018,242 shares.
III. WITNESS BY SOLICITORS
The solicitor, Mr. Sun Zhe, from Henan Jiudu Law Firm was appointed by Hong Kong Registrars Limited, the Company’s share registrar in Hong Kong, to act as the scrutineer for the vote-taking at the EGM.
The solicitors, Mr. Sun Zhe and Mr. Li Xiaohui, from Henan Jiudu Law Firm have witnessed the EGM and issued the legal opinion that the convening and holding of and voting procedures of the EGM were in compliance with the relevant laws and regulations and the provisions of the Articles of Association of the Company and that the resolutions passed at the EGM were legitimate and valid.
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IV. DOCUMENTS FOR INSPECTION
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Resolutions of the EGM.
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Legal opinions issued by Henan Jiudu Law Firm.
By order of the Board LUOYANG GLASS COMPANY LIMITED Song Jianming
Chairman
Luoyang, the PRC 18 December 2012
As at the date of this announcement, the Board comprises three executive Directors: Mr. Song Jianming, Mr. Ni Zhisen and Ms. Song Fei; three non-executive Directors: Mr. Zhao Yuanxiang, Mr. Zhang Chengong and Mr. Guo Yimin; and four independent non-executive Directors: Mr. Huang Ping, Mr. Dong Jiachun, Mr Liu Tianni and Mr. Zeng Shaojin.
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