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.

ORANGE SKY GOLDEN HARVEST ENTERTAINMENT (HOLDINGS) LIMITED

天嘉禾娛樂(團)有限公*

(Incorporated in Bermuda with limited liability)

(Stock Code: 1132)

POLL RESULTS OF SPECIAL GENERAL MEETING

HELD ON 5 SEPTEMBER 2019

The Board is pleased to announce that all proposed resolutions set out in the notice of the SGM dated 21 August 2019 were duly passed by way of poll at the SGM.

References are made to the circular of Orange Sky Golden Harvest Entertainment (Holdings) Limited (the ''Company'') dated 21 August 2019 (the ''Circular'') and the notice of the special general meeting of the Company (the ''SGM'') dated 21 August 2019.

The board of directors of the Company (the ''Board'') is pleased to announce that all proposed ordinary resolutions set out in the notice of the SGM dated 21 August 2019 were duly passed by the shareholders of the Company by way of poll at the SGM held on 5 September 2019.

As at the date of the SGM, the total number of issued shares of HK$0.1 each in the share capital of the Company (the ''Share(s)'') was 2,799,669,050 Shares. As stated in the Circular, Mr. Wu Kebo, being a director and controlling shareholder of the Company, and Ms. Wu Keyan, being a director of the Company and the sister of Mr. Wu Kebo, were together interested in a total of 1,998,218,497 Shares, representing an aggregate of approximately 71.37% of the total issued Shares as at the date of the SGM, and were required to abstain and did abstain from voting on the resolutions proposed at the SGM pursuant to Rule 14A.36 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ''Listing Rules''). Accordingly, there were a total of 801,450,553 Shares (representing approximately 28.63% of the issued Shares as at the date of the SGM) entitling the holders to attend and vote for or against the resolutions proposed at the SGM. Save as disclosed, there was no Share entitling the holders to attend and abstain from voting in favour of the resolutions proposed at the SGM as set out in Rule 13.40 of the Listing Rules and there was no other Share requiring the holders to abstain from voting at the SGM under the Listing Rules.

  • For identification purpose only

- 1 -

Tricor Tengis Limited, the Company's branch share registrar and transfer office in Hong Kong, acted as the scrutineer at the SGM for the vote-taking. The poll results of the resolution proposed at the SGM are as follows:

Ordinary Resolutions

No. of votes (%)

Total no. of

For

Against

votes

1.

(i)

To approve the Cinema Lease Agreement (as defined

133,533,048

41,290,002

174,823,050

in the notice of SGM) and the transactions

(76.38%)

(23.62%)

(100%)

contemplated thereunder.

(ii)

To authorise any one director of the Company to do

133,536,048

42,760,002

176,296,050

all such further acts and things and execute all such

(75.75%)

(24.25%)

(100%)

further documents and take all steps which in his/her

opinion may be necessary, desirable or expedient to

implement and/or give effect to the Cinema Lease

Agreement (as defined in the notice of SGM) and

the transactions contemplated thereunder, and to

approve any changes and amendments thereto as he/

she may consider to be necessary, desirable or

expedient.

2.

(i)

To approve the Hotel Lease Agreement (as defined

133,536,048

41,210,002

174,746,050

in the notice of SGM) and the transactions

(76.42%)

(23.58%)

(100%)

contemplated thereunder.

(ii)

To authorise any one director of the Company to do

133,536,048

42,680,002

176,216,050

all such further acts and things and execute all such

(75.78%)

(24.22%)

(100%)

further documents and take all steps which in his/her

opinion may be necessary, desirable or expedient to

implement and/or give effect to the Hotel Lease

Agreement (as defined in the notice of SGM) and

the transactions contemplated thereunder, and to

approve any changes and amendments thereto as he/

she may consider to be necessary, desirable or

expedient.

According to the poll results stated above, as more than 50% of the votes were cast in favour of each of the above resolutions, all the resolutions were duly passed as ordinary resolutions of the Company.

Shareholders of the Company may refer to the Circular for details of the resolution proposed at the SGM. The Circular may be viewed and downloaded from the Company's Website at www.osgh.com.hk or the designated website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk.

By order of the Board

Orange Sky Golden Harvest Entertainment (Holdings) Limited

Cheung Hei Ming

Company Secretary

Hong Kong, 5 September 2019

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List of all directors of the Company as of the time issuing this announcement:

Chairman and Executive Director:

Independent Non-executive Directors:

Mr. Wu Kebo

Mr. Leung Man Kit

Ms. Wong Sze Wing

Executive Directors:

Mr. Fung Chi Man, Henry

Mr. Mao Yimin

Mr. Li Pei Sen

Ms. Wu Keyan

Ms. Chow Sau Fong, Fiona

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Orange Sky Golden Harvest Entertainment Holdings Ltd. published this content on 05 September 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 September 2019 11:21:03 UTC