ZO Future Group — Declaration of Voting Results & Voting Rights Announcements 2021

Jun 23, 2021

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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POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING HELD ON 23 JUNE 2021

References are made to the circular of Birmingham Sports Holdings Limited (the “Company”) dated 28 May 2021 (the “Circular”) and the notice of extraordinary general meeting of the Company dated the same date (the “EGM Notice”). Unless the context requires otherwise, capitalised terms used herein shall have the same meanings as those defined in the Circular.

POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING

The Board is pleased to announce that the ordinary resolution (the “Ordinary Resolution”) as set out in the EGM Notice was duly passed by the Independent Shareholders at the EGM held on 23 June 2021 by way of poll.

As at the date of the EGM, the number of issued shares of the Company was 19,288,998,508 Shares. As at the date of the EGM, GRED and its associates were interested in 4,539,161,000 Shares, representing approximately 23.53% of the issued Shares, and GRED and its associates were required to abstain and have abstained from voting on the Ordinary Resolution at the EGM as stated in the Circular. Save as disclosed above, no other Shareholders were required to abstain from voting on the Ordinary Resolution at the EGM under the Listing Rules. Accordingly, the total number of Shares entitling the Shareholders to attend and vote for or against the Ordinary Resolution at the EGM was 14,749,837,508 Shares, representing approximately 76.47% of the issued Shares. There were no Shares entitling any Shareholders to attend and abstain from voting in favour of the Ordinary Resolution at the EGM as set out in Rule 13.40 of the Listing Rules.

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The poll results of the Ordinary Resolution are set out as follows:

		Number of Votes	Number of Votes
	Ordinary Resolution	(approximate %)
		For	Against
1.	To approve, confirm and/or ratify the Supplemental	9,527,448,380	Nil
	Agreement, the transactions contemplated thereunder and	(100.00%)	(0.00%)
	the annual caps of the continuing connected transactions for
	the threeyears ending30 June 2024.

Note: Please refer to the EGM Notice for the full version of the Ordinary Resolution.

As more than 50% of the votes were cast in favour of the Ordinary Resolution, the Ordinary Resolution was duly passed as an ordinary resolution of the Company at the EGM.

Tricor Tengis Limited, the Company’s branch share registrar and transfer office in Hong Kong, acted as the scrutineer for the vote-taking at the EGM.

By Order of the Board Birmingham Sports Holdings Limited Zhao Wenqing Chairman

Hong Kong, 23 June 2021

As at the date of this announcement, the Board comprises nine Directors, namely Mr. Zhao Wenqing (Chairman), Mr. Huang Dongfeng (Chief Executive Officer), Mr. Yiu Chun Kong, Mr. Hsiao Charng Geng and Dr. Guo Honglin as Executive Directors; Mr. Sue Ka Lok as Non-executive Director; and Mr. Pun Chi Ping, Ms. Leung Pik Har, Christine and Mr. Yeung Chi Tat as Independent Non-executive Directors.

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