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. NATURAL DAIRY (NZ) HOLDINGS LIMITED 天 然 乳 品(新 西 蘭)控 股 有 限 公 司 (incorporated in the Cayman Islands with limited liability) (Stock code: 00462) POLL RESULTS OF ANNUAL GENERAL MEETING HELD ON 27 JANUARY 2015 At the Annual General Meeting of Natural Dairy (NZ) Holdings Limited (the “Company”) held on 27 January 2015 (“AGM”), a poll was demanded by the Chairman for voting on all proposed resolutions as set out in the Notice of Annual General Meeting dated 23 December 2014 (“AGM Notice”). Reference is made to the notice (the “AGM Notice”) of the annual general meeting (“AGM”) of Natural Dairy (NZ) Holdings Limited dated 23 December 2014 and the circular (the “Circular”) of the Company dated 23 December 2014. Unless otherwise defined, terms used here shall have the same meaning as in the Circular. At the AGM held on 27 January 2015, a poll was demanded by the Chairman for voting on all proposed resolutions as set out in the AGM Notice. The Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, was appointed as the scrutineer for the vote-taking at the AGM. The poll results in respect of the resolutions passed at the AGM are as follows: Ordinary Resolutions 1. For Against Number of Shares (%) Number of Shares (%) T o r e c e i v e a n d a d o p t t h e a u d i t e d f i n a n c i a l 1,673,289,228 statements of the Company and its subsidiaries 100% and the reports of the directors and auditors for the period ended 31 May 2014 –1– 0 0% For Against Number of Shares (%) Number of Shares (%) 1,673,289,228 100% 0 0% 1,673,289,228 100% 0 0% 2(iii). To re-elect Mr. Wong Wang Tai as independent 1,673,289,228 non-executive director 100% 0 0% 2(iv). To re-elect Mr. Chen Wei as independent non- 1,673,289,228 executive director 100% 0 0% 2(v). To authorise the board of directors to fix the 1,673,289,228 remuneration of the directors 100% 0 0% 3. To re-appoint Cheng & Cheng Ltd CPA as the 1,673,289,228 Company’s auditors and to authorise the board of 100% directors to fix their remuneration 0 0% 4. To grant a general mandate to the directors to allot 1,673,289,228 and issue new shares of the Company not exceeding 100% 20% of the issued share capital 0 0% Ordinary Resolutions 2(i). To re-elect Mr. Liu Nanguang as executive director 2(ii). To re-elect Ms. Houwen Tan as executive director As more than 50% of the votes were cast in favour of each of the Resolutions 1, 2(i), 2(ii), 2(iii), 2(iv), 2(v), 3 and 4, all such resolutions were duly passed as ordinary resolutions of the Company. As at the date of the AGM, the total number of issued shares of the Company was 2,708,782,228 shares, all the holders of which were entitled to attend and vote for or against the ordinary resolutions proposed at the AGM. There was no share of the Company entitling the holder to attend and vote only against the ordinary resolutions at the AGM. No shareholder was required to abstain from voting on the ordinary resolutions at the AGM. No Shareholder has indicated in the Circular that it/he/she intended to vote against the ordinary resolutions at the AGM or to abstain from voting. By Order of the Board Natural Dairy (NZ) Holdings Limited Houwen Tan Executive Director Hong Kong, 27 January 2015 As at the date of this announcement, the board comprises four executive directors, being Mr. Wu Nengkun (Chairman), Mr. Liu Nanguang, Mr. Zhang Hanwen and Ms. Houwen Tan, Tina, and three independent non-executive directors, being Mr. Zhang Jianhong, Mr. Wong Wang Tai and Mr. Chen Wei. –2–
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