REG - Air China Ld - POLL RESULTS OF 2023 ANNUAL GENERAL MEETING

Air ChinaAnnouncement

31/05/2024 07:00

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RNS Number : 6162Q  Air China Ld  31 May 2024

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.

 

 

中國國際航空股份有限公司

AIR CHINA LIMITED

(a joint stock limited company incorporated in the People's Republic of China
with limited liability)

(Stock Code: 00753)

 

 

POLL RESULTS OF 2023 ANNUAL GENERAL MEETING

 

Reference is made to the circular of Air China Limited (the "Company") dated
26 April 2024 (the "Circular") and the notice of the AGM dated 26 April 2024
(the "Notice") containing details of the resolutions tabled at the AGM. Unless
otherwise stated herein, capitalised terms used in this announcement shall
have the same meanings as those defined in the Circular.

 

The Board is pleased to announce that the resolutions set out in the Notice
were duly passed by the Shareholders by way of poll at the AGM held at 11:00
a.m. on Thursday, 30 May 2024 at The Conference Room C713, No. 30, Tianzhu
Road, Airport Industrial Zone, Shunyi District, Beijing, the PRC. Except for
Mr. Xiao Peng, Mr. Li Fushen and Ms. Winnie Tam Wan-chi who did not attend the
AGM due to business arrangements, all other Directors attended the AGM.

 

RESULTS OF THE AGM

 

As at the date of the AGM, the number of total issued shares of the Company
was 16,593,720,146 shares. Shareholders and authorised proxies holding an
aggregate of 11,546,639,268 shares, representing 69.5844% of the total issued
shares with voting rights of the Company, were present at the AGM.

 

There was no share the holder of which is required under the Hong Kong Listing
Rules to abstain from voting on any resolution proposed at the AGM. There was
no share entitling the holder to attend and abstain from voting in favour of
any resolution proposed at the AGM as set out in Rule 13.40 of the Hong Kong
Listing Rules. No Shareholder has stated his/her/its intention in the Circular
to vote against any resolution proposed at the AGM or to abstain from voting.

The poll results in respect of the resolutions proposed at the AGM were as
follows:

 

                                                                  Votes for Shareholders

 ORDINARY RESOLUTIONS
              For                                                 Against         Abstain
 1.           To consider and approve the 2023 work report of     11,441,590,865  103,967,503  1,080,900
              the Board.                                          (99.0902%)      (0.9004%)    (0.0094%)
 2.           To consider and approve the 2023 work report of     11,534,837,701  10,720,667   1,080,900
              the Supervisory Committee.                          (99.8978%)      (0.0928%)    (0.0094%)
 3.           To consider and approve the audited consolidated    11,517,363,701  28,194,667   1,080,900
              financial statements of the Company for the year    (99.7465%)      (0.2441%)    (0.0094%)
              2023 prepared under the PRC Accounting
              Standards and the International Financial
              Reporting Standards.
 4.           To consider and approve the profit distribution     11,546,429,168  210,000      100
              proposal for the year 2023.                         (99.9982%)      (0.0017%)    (0.0001%)
 5.           To consider and approve the resolution on the       11,544,277,373  191,300      2,170,595
              unrecovered losses of the Company exceeding         (99.9795%)      (0.0017%)    (0.0188%)
              one-third of the total amount of its paid-up share
              capital.
 6.           To consider and approve the re-appointment of       11,546,117,968  521,200      100
              Deloitte Touche Tohmatsu as the Company's           (99.9955%)      (0.0044%)    (0.0001%)
              international auditor for the year 2024 and
              Deloitte  Touche  Tohmatsu  Certified  Public
              Accountants LLP as the Company's domestic
              auditor and internal control auditor for the year
              2024, and to authorize the Audit and Risk
              Management Committee (the Supervision
              Committee) of the Board to determine their
              remunerations for the year 2024.
 As more than 50% of the votes were cast in favour of the above resolutions,
 the resolutions were duly passed as ordinary resolutions.
                                                                  Votes for Shareholders

 SPECIAL RESOLUTION
              For                                                 Against         Abstain
 7.           To consider and approve the resolution in relation  11,322,240,417  224,398,851  0
              to the grant of general mandate to the Board to     (98.0566%)      (1.9434%)    (0.0000%)
              issue debt financing instruments.
 As more than two-thirds of the votes were cast in favour of the above
 resolution, the resolution was duly passed as a special resolution.

Deloitte Touche Tohmatsu, the auditor of the Company, acted as the scrutineer
for the vote-taking at the AGM and compared the poll results summary to poll
forms collected and provided by the Company.

 

The work performed by Deloitte Touche Tohmatsu in this respect did not
constitute an assurance engagement in accordance with Hong Kong Standards on
Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on
Assurance Engagements issued by the Hong Kong Institute of Certified Public
Accountants nor did it include provision of any assurance or advice on matters
of legal interpretation or entitlement to vote.

 

By order of the Board

Air China Limited

Xiao Feng     Huen Ho Yin

Joint Company Secretaries

 

Beijing, the PRC, 30 May 2024

 

As at the date of this announcement, the directors of the Company are Mr. Ma
Chongxian, Mr. Wang Mingyuan, Mr. Feng Gang, Mr. Patrick Healy, Mr. Xiao Peng,
Mr. Li Fushen*, Mr. He Yun*, Mr. Xu Junxin* and Ms. Winnie Tam Wan-chi*.

 

*    Independent non-executive director of the Company

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