Sinopec Engineering Group Co Ltd. — Declaration of Voting Results & Voting Rights Announcements 2018

Sep 17, 2018

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.

==> picture [93 x 55] intentionally omitted <==

UNIVERSE INTERNATIONAL FINANCIAL HOLDINGS LIMITED 寰宇國際金融控股有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 1046)

POLL RESULTS OF THE SPECIAL GENERAL MEETING HELD ON 17 SEPTEMBER 2018 IN RELATION TO

(1) PROPOSED SHARE PREMIUM REDUCTION AND TRANSFER; (2) PROPOSED DISTRIBUTION; AND

(3) PROPOSED CHANGE OF COMPANY NAME

The Board is pleased to announce that the Resolutions as set out in the Notice were duly passed by the Shareholders as special resolutions by way of poll at the SGM held on 17 September 2018.

References are made to the circular (the “ Circular ”) of Universe International Financial Holdings Limited (the “ Company ”) dated 24 August 2018 in relation to, among other matters, the Share Premium Reduction and Transfer, the Distribution and the Change of Company Name and the notice of the SGM dated 24 August 2018 (“ Notice ”). Unless the context otherwise requires, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.

– 1 –

POLL RESULTS OF THE SGM

The Board is pleased to announce that the special resolutions (the “ Resolutions ”) to approve the Share Premium Reduction and Transfer, the Distribution and the Change of Company Name as set out in the Notice were duly passed by the Shareholders by way of poll at the SGM held on Monday, 17 September 2018.

As at the date of the SGM, there were a total of 906,632,276 Shares in issue. To the best of the Directors’ knowledge, information and belief and having made all reasonable enquiries, no Shareholder was required to abstain from voting on the Resolutions proposed at the SGM. As such, there were a total of 906,632,276 Shares, representing 100% of the issued share capital of the Company as at the date of the SGM, entitling the Shareholders to attend and vote for or against 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. None of the Shareholders had stated their intention in the Circular to vote against the Resolutions proposed or to abstain from voting at the SGM.

The full text of the Resolutions is set out in the Notice. The poll results of the Resolutions were as follows:

Special Resolutions	Special Resolutions	Number of Votes(%)	Number of Votes(%)
		For	Against
1.	(a) To approve the reduction of the amount standing to the credit of the share premium account of the Company by HK$893,345,000 (the “Share Premium Reduction”); (b) to approve the transfer of the credit arising from the Share Premium Reduction to the contributed surplus account of the Company (the “Contributed Surplus Account”);	685,237,025 (100%)	0 (0%)

– 2 –

Special Resolutions		Number of Votes(%)
		For	Against
	(c) conditional on compliance with section 54(1) of the Companies Act 1981 of the laws of Bermuda, to approve the distribution of the special dividend of HK$0.30 per share up to HK$271,989,682.80 (the “Distribution”) of the amount standing to the credit of Contributed Surplus Account to be made pro rata to the shareholders of the Company as of 26 September 2018 (or such other date to be fixed by the Company) (the “Record Date”) (which shall take place contemporaneously with completion of the sale and purchase agreement dated 26 July 2018 and entered into among Pioneer Entertainment Group Limited, Mr. Chan Wai Sing Vincent and Mr. Lam Shiu Ming, Daneil in relation to the sale and purchase of 251,745,000 shares of the Company), being the special dividend referred to in the announcement dated 31 July 2018 and jointly issued by the Company and Pioneer Entertainment Group Limited; and (d) to authorise the directors of the Company generally to carry out all acts and things which they may consider appropriate, necessary or desirable to give effect to or to implement the foregoing and the transactions contemplated under this resolution.

– 3 –

Special Resolutions	Special Resolutions	Number of Votes(%)	Number of Votes(%)
		For	Against
2.	Subject to any necessary approval of the Registrar of Companies in Bermuda in relation to the proposed change of name of the Company being obtained, to approve the change of name of the Company from “Universe International Financial Holdings Limited” to “Universe Entertainment and Culture Group Company Limited”, and to adopt “寰宇娛樂文化集團有限公司” as the secondary name in Chinese of the Company to replace its existing secondary name in Chinese “寰宇國際金融控股有限公司” (the “Change of the Company Name”) with effect from the date of entry of the new primary name and secondary name on the register maintained by the Registrar of the Companies in Bermuda, and to authorise any one director or officer of the Company to do all such acts, deeds and things and execute all such documents as he may consider necessary or expedient to give effect to the Change of the Company Name and the transactions contemplated thereunder.	685,237,025 (100%)	0 (0%)

Note: The number and percentage of votes as stated above were based on the total number of Shares held by the Shareholders who attended and voted at the SGM in person, by proxy or by authorised corporate representative.

As more than 75% of the votes were cast in favour of the Resolutions, the Resolutions proposed at the SGM were duly passed by the Shareholders as special resolutions of the Company.

The Hong Kong branch share registrar and transfer office of the Company, Tricor Abacus Limited, acted as the scrutineer for the poll at the SGM.

By Order of the Board

Universe International Financial Holdings Limited Lam Shiu Ming, Daneil Chairman and Executive Director

Hong Kong, 17 September 2018

As at the date of this announcement, the Executive Directors are Mr. Lam Shiu Ming, Daneil, Mr. Hung Cho Sing and Mr. Lam Kit Sun, and the independent non-executive Directors are Mr. Choi Wing Koon, Mr. Lam Chi Keung, Mr. Tang Yiu Wing, Mr. Chong Ki Ming and Mr. Wong Cheuk Wai Jason.

– 4 –