Company Announcements

2021 AGM Poll Results

Source: RNS
RNS Number : 2065O
China Pacific Insurance Grp Co. Ltd
08 June 2022
 


8 June 2022

CHINA PACIFIC INSURANCE (GROUP) CO., LTD.

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

Announcement on Poll Results for the 2021 Annual General Meeting

The 2021 annual general meeting (the "AGM") of China Pacific Insurance (Group) Co., Ltd. (the "Company" or "CPIC") was held on Wednesday, 8 June 2022 at 1:30 p.m. (Beijing time).

 

I. AGM ATTENDANCE AND VOTING ARRANGEMENTS

 

As at the date of the AGM, the Company has issued 6,845,041,455 A shares and 2,775,300,000 H shares. The shareholders are entitled to attend the AGM and vote for or against all resolutions proposed at the AGM.

 

The details for the attendance of the shareholders and the authorised proxies at the AGM were as follows:

 

Number of shareholders and proxies attending the meeting

88

Of which: Number of holders of A shares

86

Number of holders of H shares

2

Total number of the voting shares held by attendees

5,796,913,895

Of which: Total number of shares held by holders of A shares

4,253,555,020

Total number of shares held by holders of  H shares

1,543,358,875

Percentage of total number of voting shares of the Company (%)

60.256841

Of which: Percentage of the shares held by holders of A shares to the total number of voting shares of the Company

44.214179

Percentage of the shares held by holders of H shares to the total number of voting shares of the Company

16.042662

 

The AGM was convened in accordance with the requirements of the Company Law of the People's Republic of China and the articles of association of the Company (the "Articles of Association"), and was chaired by Mr. KONG Qingwei, Chairman of the board of directors of the Company.

 

Computershare Hong Kong Investor Services Limited, the Company's H share registrar, was appointed as the scrutineer for the vote-taking at the AGM. King & Wood Mallesons (Shanghai office) was appointed as the witnessing lawyer at the AGM.

 

To the best of the knowledge, information and belief of the directors of the Company, there were no restrictions on any shareholder to cast votes on any of the proposed resolutions at the AGM.

II. POLL RESULTS

All resolutions as set out in the notice of the AGM dated 28 April 2022 were voted by poll. The poll results in respect of the resolutions proposed at the AGM were as follows:

Ordinary Resolutions

Number of Votes (%)

Total Number of Votes

For

Against

Abstain

1.

To consider and approve the report of the Board of Directors of the Company for the year 2021

5,766,187,742

(99.469957)

25,055,753

(0.432225)

5,670,400

(0.097818)

5,796,913,895

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

2.

To consider and approve the report of the Board of Supervisors of the Company for the year 2021

5,766,189,442

(99.469986)

25,055,753

(0.432226)

5,668,700

(0.097788)

5,796,913,895

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

3

To consider and approve the annual reports of the Company for the year 2021

5,766,189,442

(99.469986)

25,022,353

(0.431650)

5,702,100

(0.098364)

5,796,913,895

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

4

To consider and approve the financial statements and report of the Company for the year 2021

5,766,189,442

(99.469986)

25,022,353

(0.431650)

5,702,100

(0.098364)

5,796,913,895

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

5

To consider and approve the profit distribution plan of the Company for the year 2021

5,795,444,777

(99.974657)

316,118

(0.005453)

1,153,000

(0.019890)

5,796,913,895

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

6

To consider and approve the proposal on the appointment of auditors of the Company for the year 2022

5,795,016,077

(99.967262)

713,218

(0.012303)

1,184,600

(0.020435)

5,796,913,895

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

7

To consider and approve the proposal
on adoption of PRC ASBEs in
preparation of financial statements for H-share market

 

5,795,624,795

(99.977762)

119,600

(0.002063)

1,169,500

(0.020175)

5,796,913,895

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution

8

To consider and approve the donations for the year 2022 of the Company

5,795,326,599

(99.972618)

515,196

(0.008888)

1,072,100

(0.018494)

5,796,913,895

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

 

Special Resolutions

 

Number of Votes (%)

Total Number of Votes

For

Against

Abstain

 

 

 

9

To consider and approve the proposal
on the grant of general mandate to
the Board of Directors to issue new
shares of the Company

4,616,422,201

(79.635859)

1,179,233,194

(20.342431)

1,258,500

(0.021710)

5,796,913,895

As more than two-thirds of the votes were cast in favour of this resolution, the resolution was duly passed as a special resolution.

10

To consider and approve the proposed
amendments to the Articles of
Association of the Company

 

4,613,289,739

(79.581823)

888,217,345

(15.322245)

295,406,811

(5.095932)

5,796,913,895

As more than two-thirds of the votes were cast in favour of this resolution, the resolution was duly passed as a special resolution.

 

 

 

11

To consider and approve the proposed    amendments to the rules of procedure for Shareholders' general meetings

5,793,614,260

(99.943079)

2,114,335

(0.036474)

1,185,300

(0.020447)

As more than two-thirds of the votes were cast in favour of this resolution, the resolution was duly passed as a special resolution.

 

 

 

12

To consider and approve the proposed amendments to the rules of procedure for the Board of Directors

5,795,405,877

(99.973986)

323,418

(0.005579)

1,184,600

(0.020435)

5,796,913,895

As more than two-thirds of the votes were cast in favour of this resolution, the resolution was duly passed as a special resolution.

13

To consider and approve the proposed

amendments to the rules of procedure

for the Board of Supervisors

5,795,405,877

(99.973986)

323,418

(0.005579)

1,184,600

(0.020435)

5,796,913,895

As more than two-thirds of the votes were cast in favour of this resolution, the resolution was duly passed as a special resolution.

 

 

Note: The reports on performance of Directors and appraisal results of the Company for the year 2021,
performance of Supervisors and appraisal results of the Company for the year 2021, performance of independent Directors of the Company for the year 2021, and the status of related party transactions and the implementation of management system for related party transactions of the Company for the year 2021 are not listed here as they are submitted at the AGM for shareholders' review only and no resolution is required for them. For details, please refer to the
Company's notice of the AGM dated 28 April 2022.

 

The full text of each resolution was set out in the Company's notice of the AGM dated 28 April 2022.

 

III. PAYMENT OF FINAL DIVIDENDS

 

The Company will distribute an annual dividend of RMB1.0 (tax inclusive) per share (the "Final Dividends") for the year ended 31 December 2021 in cash. Holders of GDRs whose names appear on the register of GDR holders of the Company will be entitled to receive the Final Dividends, which will be paid via Citibank, N.A, the Company's depositary, in accordance with the terms of the deposit agreement.

 

By Order of the Board of Directors

            China Pacific Insurance (Group) Co., Ltd.

KONG Qingwei

Chairman

 

About CPIC

CPIC is a joint stock company established under the laws of the People's Republic of China with limited liability.

CPIC's registered office is located at 1 South Zhongshan Road, Huangpu District, Shanghai, the People's Republic of China.

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