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CHINA MENGNIU DAIRY COMPANY LIMITED
中國蒙牛乳業有限公司*
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2319)
ANNUAL GENERAL MEETING HELD ON 8 JUNE 2022 - POLL RESULTS
At the Annual General Meeting (the "AGM") of China Mengniu Dairy Company Limited (the "Company") held on 8 June 2022, all the resolutions as set out in the Notice of Annual General Meeting dated 17 May 2022 (the "Notice of AGM") were voted on by poll. The Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, acted as scrutineer for the vote-taking at the AGM. Unless otherwise stipulated herein, terms used in this announcement shall have the same meanings given to them in the Notice of AGM.
As at the date of the AGM, the number of issued share capital of the Company was 3,954,488,800 shares, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. There were no restrictions on any shareholders casting votes on any of the resolutions at the AGM. No shareholders have stated their intention in the Company's circular dated 17 May 2022 to vote against or to abstain from voting on any of the proposed resolutions at the AGM.
All directors of the Company attended the AGM.
The poll results in respect of the resolutions were as follows:
No. of Votes | ||||
ORDINARY RESOLUTIONS | (%) | |||
FOR | AGAINST | |||
1. | To review and consider the audited financial | 3,177,831,440 | 11,222,030 | |
statements and the reports of the directors and | (99.65%) | (0.35%) | ||
the independent auditors for the year ended 31 | ||||
December 2021 | ||||
2. | To approve the proposed final dividend | 3,189,105,470 | 0 | |
(100%) | (0%) | |||
3. | (a) To re-elect Mr. Chen Lang as a director | 2,743,069,939 | 445,881,531 | |
and authorise the board of directors of the | (86.02%) | (13.98%) | ||
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Company to fix his remuneration | ||||
(b) | To re-elect Ms. Wang Yan as a director | 3,080,856,806 | 108,094,664 | |
and authorise the board of directors of the | (96.61%) | (3.39%) | ||
Company to fix her remuneration | ||||
(c) | To re-elect Mr. Zhang Ping as a director | 3,035,805,661 | 153,145,809 | |
and authorise the board of directors of the | (95.20%) | (4.80%) | ||
Company to fix his remuneration | ||||
(d) | To re-elect Mr. Wang Xi as a director | 2,998,181,607 | 190,769,863 | |
and authorise the board of directors of the | (94.02%) | (5.98%) | ||
Company to fix his remuneration | ||||
(e) | To re-elect Mr. Yih Dieter (alias Yih Lai | 3,161,835,208 | 27,116,262 | |
Tak, Dieter) as a director and authorise | (99.15%) | (0.85%) | ||
the board of directors of the Company to | ||||
fix his remuneration | ||||
(f) | To re-elect Mr. Li Michael Hankin as a | 3,146,953,016 | 41,998,454 | |
director and authorise the board of | (98.68%) | (1.32%) | ||
directors of the Company to fix his | ||||
remuneration | ||||
(g) | To re-elect Mr. Ge Jun as a director and | 3,161,461,884 | 27,489,586 | |
authorise the board of directors of the | (99.14%) | (0.86%) | ||
Company to fix his remuneration | ||||
4. | To | appoint KPMG as the auditors of the | 3,174,470,187 | 14,581,283 |
Company and authorise the board of directors | (99.54%) | (0.46%) | ||
of the Company to fix their remuneration | ||||
5. | To give a general mandate to the directors to | 3,175,820,970 | 13,230,500 | |
repurchase shares in the Company not | (99.59%) | (0.41%) | ||
exceeding 10% of the issued share capital of | ||||
the Company | ||||
6. | To give a general mandate to the directors to | 1,700,067,626 | 1,447,152,844 | |
allot, issue and deal with additional shares not | (54.02%) | (45.98%) | ||
exceeding 10% of the issued share capital of | ||||
the Company | ||||
SPECIAL RESOLUTION | FOR | AGAINST | ||
7. | To approve the proposed amendments to the | 1,716,129,773 | 1,472,821,697 | |
existing memorandum of association and | (53.81%) | (46.19%) | ||
articles of association of the Company and the | ||||
adoption of the new memorandum of | ||||
association and articles of association of the | ||||
Company | ||||
Note: for full text of the resolutions, please refer to the Notice of AGM.
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As the required majority of votes were cast in favour of Resolutions No. 1 to No. 6, all these resolutions were duly passed as ordinary resolutions. As less than three-fourths of the votes were cast in favour of Resolution No. 7, such resolution was not passed at the AGM.
Payment of Dividend
The final dividend of the Company of RMB0.381 per ordinary share for the year ended 31 December 2021 (the "Final Dividend") will be paid on or about Wednesday, 22 June 2022 to shareholders whose names appear on the register of members of the Company on Tuesday, 14 June 2022. The Final Dividend to be paid to the Company's shareholders shall be HK$0.4486 per ordinary share, calculated with reference to the median exchange rate between Renminbi ("RMB") and Hong Kong Dollars ("HK$") as announced by the People's Bank of China on 8 June 2022 (the date when the shareholders of the Company approved the Final Dividend) which was HK$1= RMB0.84927.
Appointment of Auditors
As Resolution No. 5 has been duly passed, KPMG has been appointed as the external auditors of the Company with effect immediately after the conclusion of the AGM until the next annual general meeting of the Company.
By Order of the Board
China Mengniu Dairy Company Limited
Kwok Wai Cheong, Chris
Company Secretary
Hong Kong, 8 June 2022
As at the date of this announcement, the Board comprises: Mr. Jeffrey, Minfang Lu, Ms. Wang Yan and Mr. Zhang Ping as executive directors; Mr. Chen Lang, Mr. Wang Xi and Mr. Simon Dominic Stevens as non- executive directors; and Mr. Yih Dieter (alias Yih Lai Tak, Dieter), Mr. Li Michael Hankin and Mr. Ge Jun as independent non-executive directors.
* For identification purpose only
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China Mengniu Dairy Company Limited published this content on 08 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 June 2022 09:41:09 UTC.