Sinopec Engineering Group Co Ltd. — Declaration of Voting Results & Voting Rights Announcements 2015

Jul 13, 2015

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.

UNIVERSE INTERNATIONAL HOLDINGS LIMITED 寰宇國際控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 1046)

POLL RESULTS OF THE SPECIAL GENERAL MEETING HELD ON 13 JULY 2015

The Board is pleased to announce that at the SGM held on 13 July 2015, the Resolutions were duly passed by the Shareholders as ordinary resolutions of the Company by way of poll.

Reference is made to the (i) circular of Universe International Holdings Limited (“ Company ”) dated 24 June 2015 (“ Circular ”) in respect of, among other matters, the Placing, the Rights Issue and the grant of the Warrant Issue Mandate; and (ii) the notice of the special general meeting of the Company (“ SGM ”) dated 24 June 2015 (“ Notice ”). Unless otherwise stated, capitalised terms used in this announcement shall bear the same meanings as defined in the Circular.

POLL RESULTS OF THE SGM

The Board is pleased to announce that the resolution in relation to the Placing (“ Resolution No.1 ”) and the resolution in relation to the grant of the Warrant Issue Mandate (“ Resolution No.3 ”) as set out in the Notice were duly passed by the Shareholders as ordinary resolutions of the Company by way of poll at the SGM. The resolution in relation to the Rights Issue (“ Resolution No.2 ”, together with Resolution No.1 and Resolution No.3, “ Resolutions ”) as set out in the Notice was duly passed by the Independent Shareholders as an ordinary resolution of the Company by way of poll at the SGM.

As at the date of SGM, there were 298,380,307 Shares in issue. To the best of the Directors’ knowledge, information and belief having made all the reasonable enquiries, no Shareholder had a material interest in Resolution No.1 and Resolution No.3 and thus, no Shareholder was required to abstain from voting on Resolution No.1 and Resolution No.3 in accordance with the Listing Rules. As such, there were a total of 298,380,307 Shares, representing 100% issued share capital of the Company as at the date of the SGM, entitling the holders thereof to attend and vote on Resolution No.1 and Resolution No.3.

• for identification purposes only

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As disclosed in the Circular, Globalcrest (being an associate of Mr. Lam Shiu Ming, Daneil, an executive Director), which was interested in 18,913,170 issued Shares, representing approximately 6.34% of the total issued share capital of the Company as at the date of the SGM, was required to abstain from voting on Resolution No.2. As such, there were a total of 279,467,137 Shares, representing approximately 93.66% of the issued share capital of the Company as at the date of the SGM, entitling the holders thereof to attend and vote on Resolution No.2.

Save as disclosed above, to the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, no Shareholder was required to abstain from voting on the Resolutions proposed at the SGM. None of the Shareholders was entitled to attend and abstain from voting in favour of the Resolutions proposed at the SGM according to Rule 13.40 of the Listing Rules. Saved as disclosed above, none of the Shareholders has stated his/her/its intention in the Circular to vote against or to abstain from voting on the Resolutions proposed at the SGM.

The full text of the Resolutions was set out in the Notice. The poll results for the Resolutions are as follows:

Ordinary Resolutions	Ordinary Resolutions	Number of votes(%)	Number of votes(%)
		For	Against
1.	To approve the Placing and the grant of the Specific Mandate.	81,529,750 (100.0%)	– (0.00%)
2.	To approve the Rights Issue.	81,529,750 (100.0%)	– (0.00%)
3.	To grant the Warrant Issue Mandate as a result of the adjustment to the exercise of the warrants of the Company issued on 25 October 2013	81,529,750 (100.0%)	– (0.00%)

Note: The number of votes and percentage of the voting as stated above are based on the total number of Shares held by the Shareholders (in respect of Resolution No.1 and Resolution No.3) and the Independent Shareholders (in respect of Resolution No.2) who attended and voted at the SGM in person, by authorised corporate representative or by proxy.

As more than 50% of the votes were cast in favour of the Resolutions, the Resolutions were duly passed as ordinary resolutions of the Company without modification at the SGM.

Tricor Abacus Limited, the branch share registrar and transfer office of the Company in Hong Kong, was appointed as the scrutineer for the vote-taking at the SGM.

On behalf of the Board Universe International Holdings Limited Lam Shiu Ming, Daneil Chairman and Executive Director

Hong Kong, 13 July 2015

As at the date of this announcement, the executive Directors are Mr. Lam Shiu Ming, Daneil, Mr. Hung Cho Sing, Mr. Yeung Kim Piu and Mr. Lam Kit Sun, the non-executive Director is Mr. Chan Shiu Kwong Stephen, and the independent non-executive Directors are Mr. Lam Wing Tai, Mr. Choi Wing Koon and Mr. Lam Chi Keung.

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