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Xizang Zhihui Mining Co., Ltd. — Proxy Solicitation & Information Statement 2024
Nov 15, 2024
50663_rns_2024-11-15_0da0d06e-125d-40e9-819e-f1d3b0ce0f3f.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: 1133)
NOTICE OF EGM
NOTICE IS HEREBY GIVEN that the EGM of Harbin Electric Company Limited (the “ Company ”) will be held at the conference room of the Company located at 1399 Chuangxinyi Road, Songbei District, Harbin, Heilongjiang Province, the PRC at 9:00 a.m. on Friday, 6 December 2024 to consider and, if thought fit, pass the following resolutions. Unless the context requires otherwise, capitalised terms used herein shall have the same meanings as those defined in the circular dated 18 November 2024 issued by the Company (the “ Circular ”).
ORDINARY RESOLUTIONS
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To appoint the directors (the “ Director(s) ”) of the tenth session of the board of Directors of the Company and determine their remuneration in consideration of the duties of each of the Director in the Company with reference to the directors’ remuneration of companies with similar businesses or scale:
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(1) to appoint Mr. Cao Zhi-an as the executive Director, with no remuneration from the Company;
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(2) to appoint Mr. Huang Wei as the executive Director, with no Director remuneration;
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(3) to appoint Mr. Shen Tong as the executive Director, with no Director remuneration;
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(4) to appoint Mr. He Yu as the independent non-executive Director, with annual remuneration of RMB60,000 to RMB100,000;
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(5) to appoint Mr. Pan Qi-long as the independent non-executive Director, with no remuneration from the Company;
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(6) to appoint Ms. Niu Xiang-chun as the independent non-executive Director, with annual remuneration of RMB60,000 to RMB100,000; and
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(7) to appoint Mr. Gao Yi-bin as the independent non-executive Director, with annual remuneration of RMB60,000 to RMB100,000.
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To appoint the Shareholder representative Supervisors (the “ Supervisor(s) ”) of the tenth session of the supervisory committee of the Company and determine their remuneration in consideration of the duties of each of the Shareholder representative Supervisor in the Company with reference to the supervisors’ remuneration of companies with similar businesses or scale:
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(1) to appoint Mr. Liu Wei-min as the Shareholder representative Supervisor, with no Supervisor remuneration;
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(2) to appoint Mr. Zhu Peng-tao as the Shareholder representative Supervisor, with no Supervisor remuneration; and
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(3) to appoint Mr. Zhang Jun as the Shareholder representative Supervisor, with no Supervisor remuneration.
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Yours faithfully, By Order of the Board Harbin Electric Company Limited Ai Li-song Company Secretary
Harbin, the PRC 18 November 2024
As at the date of this notice, the executive Directors of the Company are Mr. Cao Zhi-an, Mr. Huang Wei and Mr. Shen Tong; and the independent non-executive Directors of the Company are Mr. He Yu, Mr. Pan Qi-long, Ms. Niu Xiang-chun and Mr. Gao Yi-bin.
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Notes:
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For the purpose of determining Shareholders’ entitlement to attend and vote at the EGM, the register of members of the Company will be closed from Tuesday, 3 December 2024 to Friday, 6 December 2024 (both dates inclusive) during which period no transfer of shares will be registered. Shareholders whose names appear on the register on Tuesday, 3 December 2024 shall be entitled to attend and vote at the EGM. Persons buying shares of the Company during book closure shall not be entitled to attend and vote at the EGM. In order to be qualified for attending the EGM, all duly completed transfers of shares together with the relevant share certificates must be lodged with Hong Kong Registrars Limited, the Company’s share registrar in Hong Kong, at Shops 1712–1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong (for the holders of the H Shares only) or the Company’s principal place of business in the PRC at 1399 Chuangxinyi Road, Songbei District, Harbin, Heilongjiang Province, the PRC (for the holders of the Domestic Shares only) not later than 4:30 p.m. on Monday, 2 December 2024.
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Any Shareholder entitled to attend and vote at the EGM is entitled to appoint one or more persons (whether a Shareholder or not) to attend and vote on his/her behalf.
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To be valid, the form of proxy, together with a notarially certified power of attorney or other document of authority, if any, under which the form is signed, must return the same to the Company’s share registrar in Hong Kong, Hong Kong Registrars Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong (for the holders of the H Shares) or the Company’s principal place of business in the PRC at 1399 Chuangxinyi Road, Songbei District, Harbin, Heilongjiang Province, the PRC (for the holders of the Domestic Shares) as soon as possible but in any event not less than 24 hours before the time fixed for holding the EGM or any adjournment thereof.
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Completion and return of the proxy form will not preclude shareholders from attending and voting in person at the EGM. In such case, the proxy form will be deemed to be revoked.
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Shareholders or their proxies are required to produce their own identification documents when attending the EGM.
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