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TravelSky Technology Limited AGM Information 2021

Apr 22, 2021

49402_rns_2021-04-22_121d6436-ee78-481e-8c83-235ff868ba6e.pdf

AGM Information

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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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(A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 00696)

NOTICE OF 2020 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2020 annual general meeting (the “ AGM ” or “ Annual General Meeting ”) of TravelSky Technology Limited (the “ Company ”) shall be held at the conference room of Headquarters Building, TravelSky High-tech Industrial Park, Shunyi District, Beijing, the PRC at 9:30 a.m. on Thursday, 27 May 2021 for the purpose of considering and approving, if thought fit, the following resolutions (unless otherwise indicated, capitalized terms used in this notice shall have the same meanings as those defined in the circular of the Company dated 23 April 2021):

ORDINARY RESOLUTIONS

  1. To consider and approve the resolution in relation to the report of the Board of the Company for the year ended 31 December 2020.

  2. To consider and approve the resolution in relation to the report of the Supervisory Committee of the Company for the year ended 31 December 2020.

  3. To consider and approve the resolution in relation to the audited financial statements of the Group (i.e. the Company and its subsidiaries) for the year ended 31 December 2020.

  4. To consider and approve the resolution in relation to the allocation of profit and distribution of final dividend for the year ended 31 December 2020.

  5. To consider and approve the resolution in relation to the appointment of auditor for the year ending 31 December 2021 and the authorization to the Board to fix the remuneration thereof.

By order of the Board TravelSky Technology Limited Cui Zhixiong Chairman

Beijing, the People’s Republic of China 23 April 2021

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Notes:

  1. Details of the above resolutions are set out in the appendix to the circular of the Company dated 23 April 2021.

  2. For the purpose of determining Shareholders’ entitlement to attend the AGM, the Domestic Shares and the H Shares register of members will be closed from Monday, 10 May 2021 to Thursday, 27 May 2021 (both days inclusive), during which period no transfer of any Shares will be registered. In order to attend the AGM, all share transfers, accompanied by the relevant share certificates, must be lodged for registration at the liaison office of the Company in Beijing at A1-805, TravelSky High-tech Industrial Park, Tianbei Road, Houshayu Town, Shunyi District, Beijing, the PRC (for Domestic Shareholders) or the Registrar of Company, Hong Kong Registrars Limited, at Shops 1712–1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong (for H Shareholders), no later than 4:30 p.m. on Friday, 7 May 2021 . Domestic Shareholders and H Shareholders whose name appear on the register of members of the Company on Thursday, 27 May 2021 will be eligible to attend the AGM.

  3. The Board has recommended a final dividend of RMB0.016 per Share (tax inclusive) for the year ended 31 December 2020 and, if such dividend is approved by the Shareholders upon passing the resolution No. 4, it is expected to be paid to those Shareholders whose names appear on the register of members of the Company on Wednesday, 9 June 2021.

To determine the identity of the Shareholders entitled to receive the final dividend, the Domestic Shares and the H Shares register of members will be closed from Friday, 4 June 2021 to Wednesday, 9 June 2021 (both days inclusive), during which period no transfer of any Shares will be registered. In order to be entitled to the final dividend, Shareholders who have not registered the transfer documents are required to deposit the transfer documents together with the relevant share certificates with the liaison office of the Company in Beijing at A1-805, TravelSky High-tech Industrial Park, Tianbei Road, Houshayu Town, Shunyi District, Beijing, the PRC (for Domestic Shareholders) or the Company’s Registrar, at Shops 1712–1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (for H Shareholders), no later than 4:30 p.m. on Thursday, 3 June 2021 .

  1. In accordance with the relevant requirements of the Listing Rules, the resolutions set out in the notice of the AGM will be voted by way of poll. The poll results will be published at the websites of the Company and the Stock Exchange.

  2. Each Shareholder who is entitled to attend and vote at the AGM may appoint one or more proxies to attend and vote on behalf of him/her. A proxy needs not to be a Shareholder of the Company.

  3. In order to be valid, the instrument appointing a proxy together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, should be completed and deposited at the liaison office of the Company in Beijing (for Domestic Shareholders) or the Registrar of the Company (for H Shareholders), at least 24 hours before the AGM or any adjourned meeting thereof. Completion and return of the proxy form will not preclude a Shareholder from attending in person and voting at the AGM or any adjournment thereof should he/she so wish.

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  1. In case of joint shareholdings and the Shareholder or the proxy attending the AGM is more than one person, the vote of the senior joint Shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint Shareholder(s) and for this purpose seniority will be determined by the order in which the names appear in the register of members of the Company in respect of the joint shareholdings.

  2. Shareholders who intend to attend the AGM in person or by proxy should return the reply slip to the liaison office of the Company in Beijing on or before Monday, 10 May 2021 in person, by mail or by fax.

  3. The AGM is expected to last for half a day. Shareholders (or their proxies) attending the AGM shall bear their own travelling and accommodation expenses. Shareholders or their proxies shall produce their identity documents when they attend the AGM.

  4. All times and dates specified herein refer to local times and dates of Beijing, the PRC.

11. In the event that the containment of the novel coronavirus pneumonia pandemic is still ongoing at the time of the AGM, in order to cooperate with the prevention and control of the pandemic so as to safeguard the health and safety of the Shareholders and the participants of the meeting, at the same time ensuring that the Shareholders may exercise their respective Shareholders’ rights, the Company recommends the Shareholders intending to attend the AGM to vote by completing and submitting the proxy form, i.e. to indicate how you wish your votes to be casted in the proxy form, and appoint the Chairman of the AGM as your proxy to vote on your behalf on site.

In case the Shareholders or their proxies choose to attend the meeting in person by then, they must comply with the policies and requirements of Beijing regarding the containment of novel coronavirus pneumonia pandemic. On the way to, from and at the venue of the AGM, please adopt proper personal preventive measures. Upon arrival at the venue of the AGM, please follow the arrangement and guidance of the staff and cooperate with the pandemic prevention and control requirements including, among others, attendee registration, temperature check and wearing of masks. The Company does not intend to diminish the opportunity available to the Shareholders to exercise their rights and vote in any way. However, to safeguard the health and safety of the Shareholders and the participants of the meeting, anyone declining to implement the pandemic prevention and control measures or suffering from a fever or otherwise unwell may be refused from entering into the venue of the AGM.

As at the date of this announcement, the Board comprises:

Executive Directors:

Mr. Cui Zhixiong (Chairman) and Mr. Xiao Yinhong;

Non-executive Directors:

Mr. Zhao Xiaohang, Mr. Xi Sheng and Mr. Luo Laijun;

Independent non-executive Directors:

  • Mr. Cao Shiqing, Dr. Ngai Wai Fung and Mr. Liu Xiangqun.

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