| 2023-01-13 |
详情>>
股本变动：
变动后总股本44582.59万股
变动原因 ▼▲
|
| 2022-12-06 |
股东大会：
将于2022-12-14召开股东大会
会议内容 ▼▲
- 1.To consider and approve the “Resolution in relation to the Introduction of 100 A320NEO Series Aircraft”. Details of the above resolution are set out in the announcement and circular of the Company published on the website of the Hong Kong Stock Exchange on 3 July 2022 and 24 August 2022.
2.To consider and approve the “Resolution in relation to the Daily Connected Transactions for 2023 – 2025” (each part of this resolution shall be decided by voting in sequence.
3.To consider and approve the “Resolution in relation to the Adjustment to the Caps for the Daily Connected Transactions of the Exclusive Operation of Freight Business for Passenger Aircraft in 2022”. Details of the above resolution are set out in the announcement and the circular of the Company published on the website of the Hong Kong Stock Exchange on 12 October 2022 and 25 October 2022.
4.To consider and approve the “Resolution in relation to Certain Amendments to the Articles of Association”. Details of the above resolution are set out in the announcement and the circular of the Company published on the website of the Hong Kong Stock Exchange on 30 August 2022 and 25 October 2022.
5.To consider and approve the “Resolution in relation to Certain Amendments to the Rules for Procedures for General Meetings”. Details of the above resolution are set out in the announcement and the circular of the Company published on the website of the Hong Kong Stock Exchange on 30 August 2022 and 25 October 2022.
6.To consider and approve the “Resolution in relation to Certain Amendments to the Rules for Meetings of the Board of Directors”. Details of the above resolution are set out in the announcement and the circular of the Company published on the website of the Hong Kong Stock Exchange on 30 August 2022 and 25 October 2022.
7.To consider and approve the “Resolution in relation to Certain Amendments to the Rules for Meetings of the Supervisory Committee”. Details of the above resolution are set out in the announcement and the circular of the Company published on the website of the Hong Kong Stock Exchange on 30 August 2022 and 25 October 2022.
|
| 2022-10-31 |
详情>>
业绩披露：
2022年三季报(累计)每股收益-1.49元,归母净利润-281.16亿元,同比去年增长-244.47%
|
| 2022-08-31 |
详情>>
业绩披露：
2022年中报每股收益-0.99元,归母净利润-187.36亿元,同比去年增长-259.75%
|
| 2022-05-13 |
股东大会：
将于2022-06-29召开股东大会
会议内容 ▼▲
- 1.to consider and approve the “Proposal for the non-public issuance of A shares to specific subscribers by China Eastern Airlines Corporation Limited”. (Each part of this resolution shall be decided by voting in sequence):
1.1Type and par value of shares to be issued
1.2Method and time of issuance
1.3Subscribers and method of subscription
1.4Pricing benchmark date, pricing principles and issue price
1.5Number of shares to be issued
1.6Amount and use of proceeds
1.7Lock-up period
1.8Place of listing
1.9Arrangement of accumulated undistributed profits before the non-public issuance of A shares
1.10Validity period of the resolutions of non-public issuance of A shares
2.to consider and approve the “Proposal for the non-public issuance of A shares by China Eastern Airlines Corporation Limited for the year 2022”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 May 2022 published on the website of the Hong Kong Stock Exchange.
3.to consider and approve the “Feasibility analysis on the use of proceeds from the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 May 2022 published on the website of the Hong Kong Stock Exchange.
4.to consider and approve the “Conditional share subscription agreement of the non-public issuance of A shares entered into with a specific subscriber by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the announcement of the Company dated 10 May 2022 published on the website of the Hong Kong Stock Exchange in respect of the non-public issuance of A shares under the specific mandate.
5.to consider and approve the “Connected transaction involved in the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 May 2022 published on the website of the Hong Kong Stock Exchange.
6.to consider and approve the “Proposal to authorize the board of directors and its authorized persons to proceed with relevant matters in respect of the non- public issuance of A shares in their sole discretion”. Details of the above resolution are set out in the announcement of the Company dated 10 May 2022 published on the website of the Hong Kong Stock Exchange in respect of the non-public issuance of A shares under the specific mandate.
|
| 2022-05-13 |
股东大会：
将于2022-06-29召开股东大会
会议内容 ▼▲
- 1.to consider and approve the report of the board of directors of the Company for the year 2021.
2.to consider and approve the report of the supervisory committee of the Company for the year 2021.
3.to consider and approve the financial reports of the Company for the year 2021.
4.to consider and approve the Company’s profit distribution proposal for the year 2021.
5.to consider and approve the resolution in relation to the appointment of the Company’s the PRC domestic auditors and international auditors for financial reporting and the auditors for internal control for the year 2022.
6.to consider and approve the resolution on granting of a general mandate to the Board to issue bonds:Agreed the Board to issue debt financing instruments in one or multiple tranches within the limits of bonds issuable under the requirements of applicable laws, upon obtaining general and unconditional mandate from the general meeting:
(a)Type of debt financing instruments: debt financing instruments include but are not limited to corporate bonds, super short-term commercial papers, short-term commercial papers, medium-term notes, bonds denominated in offshore Renminbi or US Dollars or other currencies, asset-backed securities, enterprise bonds, perpetual bonds or other onshore and offshore debt financing instruments issuable upon approval by or filing with the China Securities Regulatory Commission, Securities Association of China and other relevant authorities in accordance with relevant regulations. However, bonds issued and/ or debt financing instruments adopted under this mandate shall not include bonds that are convertible to shares of the Company.
(b)Issuer: the Company and/or its wholly-owned or controlled subsidiaries. The actual issuer shall be determined by the Board according to the needs of issuance.
(c)Issuance size: the amount of debt financing instruments permitted to be issued under this mandate shall fall within the outstanding balance available for issuance of such type of instruments under the requirements of applicable laws. The actual issuance size shall be determined by the Board according to funding requirements and market conditions.
(d)Term and type: save for perpetual bonds, not more than 15 years and may have single or multiple maturities. The actual term and issuance size of each type of the debt financing instruments shall be determined by the Board according to relevant requirements and market conditions.
(e)Use of proceeds: the proceeds raised from the issuance are expected to be used in ways which are in accordance with the requirements of laws and regulations, such as to fund the production and operation needs of the Company, to adjust the debt structure, to supplement working capital and/or to make project investment. The actual use of proceeds shall be determined by the Board according to funding requirements.
(f)Effective period of the mandate: one year from the date of approving this resolution at the general meeting of the Company.Where the Board and/or its authorised representatives have, during the effective period of the mandate, decided the issuance, and provided that the Company has also, during the effective period of the mandate, obtained the approval or permission from or registration with regulatory authorities on the issuance, the Company may, during the effective period of such approval, permission or registration, complete the issuance.
(g)Guarantees and other arrangements: the guarantees and other credit enhancement arrangements shall be determined based on the features of the onshore and offshore debt financing instruments and the issuance needs in accordance with the laws.
(h)Target subscribers and arrangements on placement to shareholders of the Company: the target subscribers shall be the investors who meet the conditions for subscription in accordance with the requirements of laws and regulations. The specific target subscribers shall be determined in accordance with relevant laws, the market conditions and other specific matters related to the issuance.
(i)Authorisation to the Board
The Board proposes to the general meeting to grant the general and unconditional mandate to the Board for the following purposes, after taking into account of the specific requirements of the Company and other market conditions:
(i)to confirm the issuer, type, actual type, actual terms and conditions and other matters in relation to the issuance, including but not limited to the actual issuance size, actual aggregate amount, currency, issuance price, interest rate or methods of determining interest rate, issuance place, timing of issuance, term, whether to issue on multi-tranche issuances, number of tranches of issuance, whether to incorporate terms of repurchase or redemption, rating arrangement, guarantees and other arrangements, term of repayment of principal and payment of interest, use of proceeds and underwriting arrangement, etc.
(ii)to undertake actions and procedures necessary and ancillary to each, including but not limited to the engagement of intermediary agencies to deal with procedures such as applying approval from, registering and filing with relevant regulatory authorities relating to the issuance on behalf of the Company, signing all legal documents necessary and relating to the issuance, and handling other matters such as repayment of principal and payment of interest during the duration and trading and circulation.
(iii)to approve, confirm and ratify the aforementioned actions and procedures given the Company has taken any of the actions and procedures in respect of any issuance.
(iv)to make relevant adjustments to relevant matters relating to actual proposal for issuance within the scope of the mandate granted to the Board according to the advice of regulatory authorities or the then prevailing market conditions in the event of changes in the issue policy of regulatory authorities or market conditions, unless re-approval at the general meeting of the Company is otherwise required pursuant to the relevant laws, regulations and the articles of association.
(v)to decide and deal with relevant matters relating to the listing of issued debt financing instruments upon the completion of issuance.
(vi)to approve, sign and dispatch announcements and circulars relating to the issuance to disclose relevant information according to the applicable regulatory rules at the places of listing of the Company.
(vii)to adjust the currency structure and interest rate structure of bonds within the duration of the bonds according to market conditions.
(viii)to assign the aforementioned mandate to other candidates whom the Board finds appropriate.”
7.to consider and approve the granting of a general mandate to the Board to issue shares of the Company:
(a)Under the premise of the following conditions, the Board is granted unconditional and general mandate and is agreed to further authorise the management of the Company to deal with, at its sole discretion, relevant matters in connection with the issuance of shares of the Company during the relevant period (as defined below), in accordance with the Company’s specific needs, other market conditions and the conditions below:
(i)The Board approves the Company to, either separately or concurrently, issue, allot and deal with, or conditionally or unconditionally agree to, either separately or concurrently, issue, allot or deal with the domestic shares (“A shares”) and overseas-listed foreign shares (“H shares”) of the Company (including corporate bonds convertible into shares) for not more than 20% of the A shares and H shares of the Company at the date of this resolution being considered and approved at the general meeting, respectively; and approves the Company to determine the number of A shares and/or H shares to be issued, allotted or dealt with within such limit, under the premise of item (iii) of this article;
(ii)The Board formulates and implements specific issuance plans, including but not limited to the class of new shares to be issued, the pricing methods and/or the issuance price (including the price range), number of shares to be issued, target subscribers, use of proceeds, etc., determines the timing of issuance, period of issuance and whether to place to existing shareholders;
(iii)The Board approves, signs, amends and performs or facilitates to sign, perform and amend all documents, indentures and matters it finds related to any issuance, allotment or dealing of A shares and/or H shares pursuant to the exercise of the aforementioned general mandate;
(iv)The Board only exercises the aforementioned power pursuant to the Company Law of the People’s Republic of China (as amended from time to time) and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited or all applicable laws, regulations and rules of any other government or regulatory authorities. The Company can complete the issuance only after obtaining approvals from the China Securities Regulatory Commission and/or any other relevant Chinese government authorities.
(b)In respect of this special resolution, the general mandate shall not exceed the relevant period. Yet, if the Board has resolved to issue during the relevant period, the Company can complete the issuance under such mandate upon the completion of approval from relevant Chinese government authorities. “Relevant period” refers to the date from the passing of this special resolution to the following dates, whichever is earlier:
(i)the conclusion of the next annual general meeting of the Company following the date when this special resolution is passed;
(ii)the expiry of 12 months from the date when this special resolution is passed;
(iii)the date of the passing of the special resolution by the shareholders of the Company at the general meeting revoking or varying the general mandate given to the Board by this resolution.
(c)Decision is made to authorise the Board to increase the registered capital of the Company under the premise of separate or concurrent issuance of shares in paragraph (a) of this special resolution, to show that the Company is authorised to issue shares under paragraph (a) of this special resolution. Decision is also made to authorise the Board to amend the articles of association it finds appropriate and necessary, to show the increase in the registered capital of the Company; and to undertake other necessary actions and necessary procedures to achieve the separate or concurrent issuance of shares under paragraph (a) of this special resolution and the increase in the registered capital of the Company.”
8.to consider and approve the “Proposal of China Eastern Airlines Corporation Limited being qualified for non-public issuance of A shares”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 May 2022 published on the website of the Hong Kong Stock Exchange.
|
| 2022-05-03 |
详情>>
业绩披露：
2022年一季报每股收益-0.41元,归母净利润-77.6亿元,同比去年增长-103.94%
|
| 2022-04-28 |
详情>>
业绩披露：
2021年年报每股收益-0.73元,归母净利润-122.14亿元,同比去年增长-3.19%
|
| 2022-04-28 |
详情>>
业绩披露：
2019年年报每股收益0.21元,归母净利润31.92亿元,同比去年增长18.31%
|
| 2021-11-01 |
详情>>
业绩披露：
2021年三季报(累计)每股收益-0.5元,归母净利润-81.62亿元,同比去年增长10.36%
|
| 2021-09-06 |
温馨提示：
美股因劳工节，9月6日休市一天
|
| 2021-08-31 |
详情>>
业绩披露：
2021年中报每股收益-0.32元,归母净利润-52.08亿元,同比去年增长39.03%
|
| 2021-07-12 |
股东大会：
将于2021-08-27召开股东大会
会议内容 ▼▲
- 1.Ordinary resolution: “THAT, to consider and approve the “Resolution in Relation to the Adjustment to the Estimated Caps for the Daily Connected Transaction of the Exclusive Operation of Freight Business for Passenger Aircraft between the Company and China Cargo Airlines for 2021 and 2022”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 23 June 2021 published on the website of the Hong Kong Stock Exchange.”
|
| 2021-06-17 |
股东大会：
将于2021-06-23召开股东大会
会议内容 ▼▲
- 1.Ordinary Resolution: “THAT, to consider and approve the report of the board of directors of the Company (the “Board”) for the year 2020.”
2.Ordinary Resolution: “THAT, to consider and approve the report of the supervisory committee of the Company (the “Supervisory Committee”) for the year 2020.”
3.Ordinary Resolution: “THAT, to consider and approve the financial reports of the Company for the year 2020.”
4.Ordinary Resolution: “THAT, to consider and approve the Company’s profit distribution proposal for the year 2020.” (Note 1)
5.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the Company’s appointment of the PRC domestic auditors and international auditors for financial reporting and the auditors for internal control for the year 2021.”
6.Special Resolution: “THAT, to consider and approve the resolution on granting of a general mandate to the Board to issue bonds:
6.1.Agreed the Board to issue debt financing instruments in one or multiple tranches within the limits of bonds issuable under the requirements of applicable laws, upon obtaining general and unconditional mandate from the general meeting:
(a)Type of debt financing instruments: debt financing instruments include but not limited to corporate bonds, super short-term commercial papers, short-term commercial papers, medium term notes, bonds denominated in offshore Renminbi or US Dollars or other currencies, asset-backed securities, enterprise bonds, perpetual bonds or other onshore and offshore debt financing instruments issuable upon approval by or filing with the China Securities Regulatory Commission, Securities Association of China and other relevant authorities in accordance with relevant regulations. However, bonds issued and/ or debt financing instruments adopted under this mandate shall not include bonds that are convertible to shares of the Company.
(b)Issuer: the Company and/or its wholly-owned or controlled subsidiaries. The actual issuer shall be determined by the Board according to the needs of issuance.
(c)Issuance size: the amount of debt financing instruments permitted to be issued under this mandate shall fall within the outstanding balance available for issuance of such type of instruments under the requirements of applicable laws. The actual issuance size shall be determined by the Board according to funding requirements and market conditions.
(d)Term and type: save for perpetual bonds, not more than 15 years and may have single or multiple maturities. The actual term and issuance size of each type of the debt financing instruments shall be determined by the Board according to relevant requirements and market conditions.
(e)Use of proceeds: the proceeds raised from the issuance are expected to be used in ways which are in accordance with the requirements of laws and regulations, such as to fund the production and operation needs of the Company, to adjust the debt structure, to supplement working capital and/or to make project investment. The actual use of proceeds shall be determined by the Board according to funding requirements.
(f)Effective period of the mandate: one year from the date of approving this resolution at the general meeting of the Company.
(g)Guarantees and other arrangements: the guarantees and other credit enhancement arrangements shall be determined based on the features of the onshore and offshore debt financing instruments and the issuance needs in accordance with the laws.
(h)Target subscribers and arrangements on placement to shareholders of the Company: the target subscribers shall be the investors who meet the conditions for subscription in accordance with the requirements of laws and regulations. The specific target subscribers shall be determined in accordance with relevant laws, the market conditions and other specific matters related to the issuance.
(i)Authorisation to the Board
6.2.The Board proposes to the general meeting to grant the general and unconditional mandate to the Board for the following purposes, after taking into account of the specific requirements of the Company and other market conditions:
(i)to confirm the issuer, type, actual type, actual terms and conditions and other matters in relation to the issuance, including but not limited to the actual issuance size, actual aggregate amount, currency, issuance price, interest rate or methods of determining interest rate, issuance place, timing of issuance, term, whether to issue on multi- tranche issuances, number of tranches of issuance, whether to incorporate terms of repurchase or redemption, rating arrangement, guarantees and other arrangements, term of repayment of principal and payment of interest, use of proceeds and underwriting arrangement, etc.
(ii)to undertake actions and procedures necessary and ancillary to each, including but not limited to the engagement of intermediary agencies to deal with procedures such as applying approval from, registering and filing with relevant regulatory authorities relating to the issuance on behalf of the Company, sign all legal documents necessary and relating to the issuance, and handle other matters such as, repayment of principal and payment of interest during the duration and trading and circulation.
(iii)to approve, confirm and ratify the aforementioned actions and procedures given the Company has taken any of the actions and procedures in respect of any issuance.
(iv)to make relevant adjustments to relevant matters relating to actual proposal for issuance within the scope of the mandate granted to the Board according to the advice of regulatory authorities or the then prevailing market conditions in the event of changes in the issue policy of regulatory authorities or market conditions, unless re-approval at the general meeting of the Company is otherwise required pursuant to the relevant laws, regulations and the articles of association.
(v)to decide and deal with relevant matters relating to the listing of issued debt financing instruments upon the completion of issuance.
(vi)to approve, sign and dispatch announcements and circulars relating to the issuance to disclose relevant information according to the applicable regulatory rules at the places of listing of the Company.
(vii)to adjust the currency structure and interest rate structure of bonds within the duration of the bonds according to market conditions.
(viii) to assign the aforementioned mandate to other candidates whom the Board finds appropriate.”
7.Special Resolution: “THAT, to consider and approve the granting of a general mandate to the Board to issue shares of the Company:
(a)Under the premise of the following conditions, the Board is granted unconditional and general mandate and is agreed to further authorise the management of the Company to deal with, at its sole discretion, relevant matters in connection with the issuance of shares of the Company during the relevant period (as defined below), in accordance with the Company’s specific needs, other market conditions and the conditions below:
(i)The Board approves the Company to, either separately or concurrently, issue, allot and deal with, or conditionally or unconditionally agree to, either separately or concurrently, issue, allot or deal with the domestic shares (“A shares”) and overseas- listed foreign shares (“H shares”) of the Company (including corporate bonds convertible into shares) for not more than 20% of the A shares and H shares of the Company at the date of this resolution being considered and approved at the general meeting, respectively; and approves the Company to determine the number of A shares and/or H shares to be issued, allotted or dealt with within such limit, under the premise of item (iii) of this article;
(ii)The Board formulates and implements specific issuance plans, including but not limited to the class of new shares to be issued, the pricing methods and/or the issuance price (including the price range), number of shares to be issued, target subscribers, use of proceeds, etc., determines the timing of issuance, period of issuance and whether to place to existing shareholders;
(iii)The Board approves, signs, amends and performs or facilitates to sign, perform and amend all documents, indentures and matters it finds related to any issuance, allotment or dealing of A shares and/or H shares pursuant to the exercise of the aforementioned general mandate;
(iv)The Board only exercises the aforementioned power pursuant to the Company Law of the People’s Republic of China (as amended from time to time) and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited or all applicable laws, regulations and rules of any other government or regulatory authorities. The Company can complete the issuance only after obtaining approvals from China Securities Regulatory Commission and/or any other relevant Chinese government authorities.
(b)In respect of this special resolution, the general mandate shall not exceed the relevant period. Yet, if the Board has resolved to issue during the relevant period, the Company can complete the issuance under such mandate upon the completion of approval from relevant Chinese government authorities. “Relevant period” refers to the date from the passing of this special resolution to the following dates, whichever is earlier:
(i)from the date when this special resolution is passed until the conclusion of the next AGM of the Company;
(ii)from the date when this special resolution is passed until the expiry of 12 months since then;
(iii)the date of the passing of the special resolution by the shareholders of the Company at the general meeting revoking or varying the general mandate given to the Board by this resolution.
(c)Decision is made to authorise the Board to increase the registered capital of the Company under the premise of separate or concurrent issuance of shares in paragraph (a) of this special resolution, to show that the Company is authorised to issue shares under paragraph (a) of this special resolution. Decision is also made to authorise the Board to amend the articles of association it finds appropriate and necessary, to show the increase in the registered capital of the Company; and to undertake necessary actions and other necessary procedures to achieve the separate or concurrent issuance of shares under paragraph (a) of this special resolution and the increase in the registered capital of the Company.”
8.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the election of directors of the ninth session of the board of directors of the Company:
(1)to consider and approve the resolution in relation to the election of Mr. Lin Wanli as a director of the Company.”
9.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the election of independent directors of the ninth session of the board of directors of the Company:
(1)to consider and approve the resolution in relation to the election of Mr. Sun Zheng as an independent director of the Company.
(2)to consider and approve the resolution in relation to the election of Mr. Lu Xiongwen as an independent director of the Company.”
|
| 2021-04-30 |
详情>>
业绩披露：
2021年一季报每股收益-0.23元,归母净利润-38.05亿元,同比去年增长3.25%
|
| 2021-04-28 |
详情>>
业绩披露：
2020年年报每股收益-0.72元,归母净利润-118.36亿元,同比去年增长-470.8%
|
| 2021-03-10 |
股东大会：
将于2021-03-29召开股东大会
会议内容 ▼▲
- 1.Ordinary resolution: “THAT, to consider and approve the “Compliance with the conditions of the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
2.Special resolution: “THAT, to consider and approve the “Proposal for the non-public issuance of A shares to a specific subscriber by China Eastern Airlines Corporation Limited”. (Each part of this resolution shall be decided by voting in sequence):
2.01.Type and par value of shares to be issued
2.02.Method and time of issuance
2.03.Subscriber and method of subscription
2.04.Pricing benchmark date, pricing principles and issue price
2.05.Number of shares to be issued
2.06.Amount and use of proceeds
2.07.Lock-up period
2.08.Place of listing
2.09.Arrangement of accumulated undistributed profits before the non-public issuance of A shares
2.10.Validity period of the resolutions of non-public issuance of A shares
3.Special resolution: “THAT, to consider and approve the “Proposal for the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
4.Ordinary resolution: “THAT, to consider and approve the “Report on the use of proceeds from the previous fund raising activities by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
5.Special resolution: “THAT, to consider and approve the “Feasibility analysis on the use of proceeds from the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
6.Special resolution: “THAT, to consider and approve the “Conditional share subscription agreement of the non-public issuance entered into with a specific subscriber by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange in respect of the non-public issuance of A shares under a specific mandate.”
7.Special resolution: “THAT, to consider and approve the “Connected transactions involved in the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
8.Ordinary resolution: “THAT, to consider and approve the “Dilution of current returns by the non-public issuance of A shares and remedial measures and the undertakings thereof by the controlling Shareholder, the director and the senior management”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
9.Ordinary resolution: “THAT, to consider and approve the “Future plan for return to the Shareholders for the coming three years (2021–2023) of China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
10.Special resolution: “THAT, to consider and approve the “Waiver of the offer obligation to increase the shareholdings by the controlling Shareholder in accordance with the PRC laws and regulations”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
11.Special resolution: “THAT, to consider and approve the “Application to the SFC for the whitewash waiver for exemption from the general offer obligation by the controlling Shareholder in accordance with the Takeovers Code”. Details of the above resolution are set out in the announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange in respect of the non-public issuance of A shares under a specific mandate.”
12.Special resolution: “THAT, to consider and approve the “Authorization to the board of directors and its authorized persons to amend relevant provisions of the articles of association upon the completion of the non-public issuance of A shares”. Details of the above resolution will be set out in the circular of the Company published on the website of the Hong Kong Stock Exchange in due course.”
13.Special resolution: “THAT, to consider and approve the “Proposal to authorize the board of directors and its authorized persons to proceed with relevant matters in respect of the non- public issuance of A shares in their sole discretion”. Details of the above resolution will be set out in the circular of the Company published on the website of the Hong Kong Stock Exchange in due course.”
14.Ordinary resolution: “THAT, to consider and approve the “Election of the shareholder supervisor of the ninth session of the supervisory committee of the Company”. Details of the above resolution are set out in the announcement of the Company dated 18 January 2021 published on the website of the Hong Kong Stock Exchange in respect of the proposed change of supervisor.”
|
| 2021-02-08 |
股东大会：
将于2021-03-29召开股东大会
会议内容 ▼▲
- 1.Special resolution: “THAT, to consider and approve the “Proposal for the non-public issuance of A shares to a specific subscriber by China Eastern Airlines Corporation Limited”. (Each part of this resolution shall be decided by voting in sequence):
1.01.Type and par value of shares to be issued
1.02.Method and time of issuance
1.03.Subscriber and method of subscription
1.04.Pricing benchmark date, pricing principles and issue price
1.05.Number of shares to be issued
1.06.Amount and use of proceeds
1.07.Lock-up period
1.08.Place of listing
1.09.Arrangement of accumulated undistributed profits before the non-public issuance of A shares
1.10.Validity period of the resolutions of non-public issuance of A shares
2.Special resolution: “THAT, to consider and approve the “Proposal for the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
3.Special resolution: “THAT, to consider and approve the “Feasibility analysis on the use of proceeds from the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
4.Special resolution: “THAT, to consider and approve the “Conditional share subscription agreement of the non-public issuance entered into with a specific subscriber by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange in respect of the non-public issuance of A shares under a specific mandate.”
5.Special resolution: “THAT, to consider and approve the “Connected transactions involved in the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 2 February 2021 published on the website of the Hong Kong Stock Exchange.”
6.Special resolution: “THAT, to consider and approve the “Proposal to authorize the board of directors and its authorized persons to proceed with relevant matters in respect of the non- public issuance of A shares in their sole discretion”. Details of the above resolution will be set out in the circular of the Company published on the website of the Hong Kong Stock Exchange in due course.”
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| 2020-11-02 |
详情>>
业绩披露：
2020年三季报(累计)每股收益-0.56元,归母净利润-91.05亿元,同比去年增长-308.5%
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| 2020-09-30 |
股东大会：
将于2020-11-18召开股东大会
会议内容 ▼▲
- 1.Ordinary resolution: “THAT, to consider and approve the Catering and Aircraft On-board Supplies Support Continuing Connected Transactions and the proposed annual caps therefor.”
2.Ordinary resolution: “THAT, to consider and approve the Exclusive Operation Agreement and the Exclusive Operation of Passenger Aircraft Cargo Business Continuing Connected Transactions.”
3.Ordinary resolution: “THAT, to consider and approve the proposed annual caps of the Exclusive Operation of Passenger Aircraft Cargo Business Continuing Connected Transactions.”
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| 2020-05-08 |
股东大会：
将于2020-06-23召开股东大会
会议内容 ▼▲
- 1.Ordinary Resolution: “THAT, to consider and approve the report of the board of directors of the Company (the “Board”) for the year 2019.”
2.Ordinary Resolution: “THAT, to consider and approve the report of the supervisory committee of the Company (the “Supervisory Committee”) for the year 2019.”
3.Ordinary Resolution: “THAT, to consider and approve the financial reports of the Company for the year 2019.”
4.Ordinary Resolution: “THAT, to consider and approve the Company’s profit distribution proposal for the year 2019.”
5.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the Company’s appointment of the PRC domestic auditors and international auditors for financial reporting and the auditors for internal control for the year 2020.”
6.Special Resolution: “THAT, to consider and approve the resolution on granting of a general mandate to the Board to issue bonds:
Agreed the Board to issue debt financing instruments in one or multiple tranches within the limits of bonds issuable under the requirements of applicable laws, upon obtaining general and unconditional mandate from the general meeting:
(a)Type of debt financing instruments: debt financing instruments include but not limited to corporate bonds, super short-term commercial papers, short-term commercial papers, medium term notes, bonds denominated in offshore Renminbi or US Dollars or other currencies, asset-backed securities, enterprise bonds, perpetual bonds or other onshore and offshore debt financing instruments issuable upon approval by or filing with the China Securities Regulatory Commission, Securities Association of China and other relevant authorities in accordance with relevant regulations. However, bonds issued and/or debt financing instruments adopted under this mandate shall not include bonds that are convertible to shares of the Company.
(b)Issuer: the Company and/or its wholly-owned or controlled subsidiaries. The actual issuer shall be determined by the Board according to the needs of issuance.
(c)Issuance size: the amount of debt financing instruments permitted to be issued under this mandate shall fall within the outstanding balance available for issuance of such type of instruments under the requirements of applicable laws. The actual issuance size shall be determined by the Board according to funding requirements and market conditions.
(d)Term and type: save for perpetual bonds, not more than 15 years and may have single or multiple maturities. The actual term and issuance size of each type of the debt financing instruments shall be determined by the Board according to relevant requirements and market conditions.
(e)Use of proceeds: the proceeds raised from the issuance are expected to be used in ways which are in accordance with the requirements of laws and regulations, such as to fund the production and operation needs of the Company, to adjust the debt structure, to supplement working capital and/or to make project investment. The actual use of proceeds shall be determined by the Board according to funding requirements.
(f)Effective period of the mandate: one year from the date of approving this resolution at the general meeting of the Company.
Where the Board and/or its authorised representatives have, during the effective period of the mandate, decided the issuance, and provided that the Company has also, during the effective period of the mandate, obtained the approval or permission from or registration with regulatory authorities on the issuance, the Company may, during the effective period of such approval, permission or registration, complete the issuance.
(g)Guarantees and other arrangements: the guarantees and other credit enhancement arrangements shall be determined based on the features of the onshore and offshore debt financing instruments and the issuance needs in accordance with the laws.
(h)Target subscribers and arrangements on placement to shareholders of the Company: the target subscribers shall be the investors who meet the conditions for subscription in accordance with the requirements of laws and regulations. The specific target subscribers shall be determined in accordance with relevant laws, the market conditions and other specific matters related to the issuance.
(i)Authorisation to the Board
The Board proposes to the general meeting to grant the general and unconditional mandate to the Board for the following purposes, after taking into account of the specific requirements of the Company and other market conditions:
(i)to confirm the issuer, type, actual type, actual terms and conditions and other matters in relation to the issuance, including but not limited to the actual issuance size, actual aggregate amount, currency, issuance price, interest rate or methods of determining interest rate, issuance place, timing of issuance, term, whether to issue on multi- tranche issuances, number of tranches of issuance, whether to incorporate terms of repurchase or redemption, rating arrangement, guarantees and other arrangements, term of repayment of principal and payment of interest, use of proceeds and underwriting arrangement, etc.
(ii)to undertake actions and procedures necessary and ancillary to each, including but not limited to the engagement of intermediary agencies to deal with procedures such as applying approval from, registering and filing with relevant regulatory authorities relating to the issuance on behalf of the Company, sign all legal documents necessary and relating to the issuance, and handle other matters such as, repayment of principal and payment of interest during the duration and trading and circulation.
(iii)to approve, confirm and ratify the aforementioned actions and procedures given the Company has taken any of the actions and procedures in respect of any issuance.
(iv)to make relevant adjustments to relevant matters relating to actual proposal for issuance within the scope of the mandate granted to the Board according to the advice of regulatory authorities or the then prevailing market conditions in the event of changes in the issue policy of regulatory authorities or market conditions, unless re-approval at the general meeting of the Company is otherwise required pursuant to the relevant laws, regulations and the articles of association.
(v)to decide and deal with relevant matters relating to the listing of issued debt financing instruments upon the completion of issuance.
(vi)to approve, sign and dispatch announcements and circulars relating to the issuance to disclose relevant information according to the applicable regulatory rules at the places of listing of the Company.
(vii)to adjust the currency structure and interest rate structure of bonds within the duration of the bonds according to market conditions.
(viii)to assign the aforementioned mandate to other candidates whom the Board finds appropriate.”
7.Special Resolution: “THAT, to consider and approve the granting of a general mandate to the Board to issue shares of the Company:
(a)Under the premise of the following conditions, the Board is granted unconditional and general mandate and is agreed to further authorise the management of the Company to deal with, at its sole discretion, relevant matters in connection with the issuance of shares of the Company during the relevant period (as defined below), in accordance with the Company’s specific needs, other market conditions and the conditions below:
(i)The Board approves the Company to, either separately or concurrently, issue, allot and deal with, or conditionally or unconditionally agree to, either separately or concurrently, issue, allot or deal with the domestic shares (“A shares”) and overseas- listed foreign shares (“H shares”) of the Company for not more than 20% of the A shares and H shares of the Company at the date of this resolution being considered and approved at the general meeting, respectively; and approves the Company to determine the number of A shares and/or H shares to be issued, allotted or dealt with within such limit, under the premise of item (iii) of this article;
(ii)The Board formulates and implements specific issuance plans, including but not limited to the class of new shares to be issued, the pricing methods and/or the issuance price (including the price range), number of shares to be issued, target subscribers, use of proceeds, etc., determines the timing of issuance, period of issuance and whether to place to existing shareholders;
(iii)The Board approves, signs, amends and performs or facilitates to sign, perform and amend all documents, indentures and matters it finds related to any issuance, allotment or dealing of A shares and/or H shares pursuant to the exercise of the aforementioned general mandate;
(iv)The Board only exercises the aforementioned power pursuant to the Company Law of the People’s Republic of China (as amended from time to time) and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited or all applicable laws, regulations and rules of any other government or regulatory authorities. The Company can complete the issuance only after obtaining approvals from China Securities Regulatory Commission and/or any other relevant Chinese government authorities.
(b)In respect of this special resolution, the general mandate shall not exceed the relevant period. Yet, if the Board has resolved to issue during the relevant period, the Company can complete the issuance under such mandate upon the completion of approval from relevant Chinese government authorities. “Relevant period” refers to the date from the passing of this special resolution to the following dates, whichever is earlier:
(i)from the date when this special resolution is passed until the conclusion of the next AGM of the Company;
(ii)from the date when this special resolution is passed until the expiry of 12 months since then;
(iii)the date of the passing of the special resolution by the shareholders of the Company at the general meeting revoking or varying the general mandate given to the Board by this resolution.
(c)Decision is made to authorise the Board to increase the registered capital of the Company under the premise of separate or concurrent issuance of shares in paragraph (a) of this special resolution, to show that the Company is authorised to issue shares under paragraph (a) of this special resolution. Decision is also made to authorise the Board to amend the articles of association it finds appropriate and necessary, to show the increase in the registered capital of the Company; and to undertake necessary actions and other necessary procedures to achieve the separate or concurrent issuance of shares under paragraph (a) of this special resolution and the increase in the registered capital of the Company.”
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| 2019-12-13 |
股东大会：
将于2019-12-31召开股东大会
会议内容 ▼▲
- 1.Special resolution: “THAT, to consider and approve the amendments to certain provisions of the articles of association of the Company.”
2.Special resolution: “THAT, to consider and approve the amendments to certain provisions of the rules for procedures for general meetings of the Company.
3.Special resolution: “THAT, to consider and approve the amendments to certain provisions of the rules for the meeting of the supervisory committee of the Company.”
4.Ordinary resolution: “THAT, to consider and approve the daily connected transactions of the Company for 2020–2022.”
4.1Ordinary resolution: “THAT, to consider and approve the daily connected transactions on financial services of the Company.”
4.2Ordinary resolution: “THAT, to consider and approve the daily connected transactions on import and export services of the Company.”
4.3Ordinary resolution: “THAT, to consider and approve the daily connected transactions on flight complementary services of the Company.”
4.4Ordinary resolution: “THAT, to consider and approve the daily connected transactions on catering supply services of the Company.”
4.5Ordinary resolution: “THAT, to consider and approve the daily connected transactions on property leasing services of the Company.”
4.6Ordinary resolution: “THAT, to consider and approve the daily connected transactions on advertising agency services of the Company.”
4.7Ordinary resolution: “THAT, to consider and approve the daily connected transactions on aircraft finance lease services of the Company.”
4.8Ordinary resolution: “THAT, to consider and approve the daily connected transactions on aircraft and aircraft engine operating lease services of the Company.”
4.9Ordinary resolution: “THAT, to consider and approve the daily connected transactions on freight logistics support services and cargo terminal business support services of the Company.”
4.10Ordinary resolution: “THAT, to consider and approve the daily connected transactions on bellyhold space services of the Company (which comprise the contractual operation agreement and the operation cost agreement).”
5.Ordinary resolution: “THAT, to consider and approve the election of Mr. Fang Zhaoya as a shareholder representative supervisor of the supervisory committee of the Company.”
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| 2019-07-15 |
股东大会：
将于2019-08-29召开股东大会
会议内容 ▼▲
- 1.Special resolution: “THAT, to consider and approve the extension of the Validity Period of the Resolutions of Shareholders’ Meetings Relating to the Non-Public Issuance of A Shares and H Shares.”
2.Special resolution: “THAT, to consider and approve the extension of the authorisation granted to the Board and its authorised persons to proceed with relevant matters in respect of the Non- Public Issuance of A Shares and Non-Public Issuance of H shares in their absolute discretion.”
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| 2019-04-04 |
股东大会：
将于2019-05-22召开股东大会
会议内容 ▼▲
- 1.Ordinary Resolution: “THAT, to consider and approve the report of the board of directors of the Company (the “Board”) for the year 2018.”
2.Ordinary Resolution: “THAT, to consider and approve the report of the supervisory committee of the Company (the “Supervisory Committee”) for the year 2018.”
3.Ordinary Resolution: “THAT, to consider and approve the financial reports of the Company for the year 2018.”
4.Ordinary Resolution: “THAT, to consider and approve the Company’s profit distribution proposal for the year 2018.”
5.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the Company’s appointment of the PRC domestic auditors and international auditors for financial reporting and the auditors for internal control for the year 2019, and to authorise the Board to determine their remuneration.”
6.Special Resolution: “THAT, to consider and approve the resolution on granting of a general mandate to the Board to issue bonds:
It was agreed that the Board may issue debt instruments in one tranche or multiple tranches, within the cap amount of issuance stipulated under applicable laws, subject to the general and unconditional mandate to be obtained at the general meeting:
(a)Type of debt instruments: Including, but not limited to, debt instruments such as corporate bonds, super short-term commercial paper, short-term commercial paper, mid-term notes, offshore bonds in Renminbi or US dollar and other currencies, and asset-backed securities. However, bonds to be issued and/or debt instruments to be issued under this mandate shall not include bonds which are convertible into shares of the Company.
(b)Issuer: The Company and/or its wholly or non-wholly owned subsidiaries. The exact issuer shall be determined by the Board based on the needs in the particular issuance.
(c)Issue size: Debt instruments shall be issued under this mandate within the cap amount of bond issuance stipulated under applicable laws, subject to the outstanding amount of each type of debt instrument. The actual size of issue shall be determined by the Board based on funding requirements and market conditions.
(d)Maturity and class of issue: Not more than 15 years in the form of a uniform maturity date or a bond portfolio with several maturity dates. The actual composition of maturity and the size of each class of the bonds shall be determined by the Board based on the relevant requirements and market conditions.
(e)Use of fundraising proceeds: It is expected that the fundraising proceeds from such issuance shall be used for purposes in compliance with laws and regulations, including the fulfilment of production and operation needs of the Company, adjustment of debt structure, the supplementing of working funds and/or project investment. Details of the use of proceeds shall be determined by the Board based on funding requirements.
(f)Valid term of the mandate: One year from the date of approval of this resolution at a general meeting of the Company.
If the Board and/or its delegate(s) has decided to proceed with issuance(s) within the valid term of the mandate, and the Company has obtained issuance approval, permission or registration from regulatory bodies within the valid term of the mandate, the Company may complete the relevant issuance within the valid term confirmed under any of such approval, permission or registration.
(g)Authorization to be granted to the Board
It is proposed at the general meeting that an authorization be granted generally and unconditionally to the Board, based on the specific needs of the Company and other market conditions:
(i)To determine the issuer, type, specific class, specific terms, conditions and other matters, including but not limited to the actual issue size, the actual total amount, currency, issue price, interest rates or the formula for determining the interest rates, place of issuance, timing of the issue, maturity, whether or not to issue in tranches and the number of tranches, whether to set buyback and redemption clauses, rating arrangements, guarantees, due dates for principal and interest payments, use of proceeds, underwriting arrangements and all matters relating to each issue.
(ii)To take all such acts and steps as considered to be necessary and incidental to each issuance, including but not limited to the engagement of intermediary(ies) to represent the Company in application to relevant regulatory bodies for approval, registration, filing etc. in relation to issuance, sign all necessary legal documents for issuance, and handle other matters in relation to issuance, arrangement of principal and interest payments within the duration of the bonds, and trading and listing.
(iii)To approve, confirm and ratify the acts and steps stated above taken in connection with any issuance.
(iv)To make corresponding adjustments to the detailed plan of issue of the bonds and other relevant matters within the scope of the mandate to be granted to the Board in accordance with opinions of regulatory authorities or the existing market conditions, in the event of any changes in the policy of regulatory authorities on issue of bonds or any changes in market conditions, save for the matters that are subject to Shareholders’ re-voting at the general meeting under relevant laws, regulations and the articles of association of China Eastern Airlines Corporation Limited.
(v)To determine and handle, upon completion of the issuance, matters in relation to the listing of the debt instruments which have been issued.
(vi)To approve, sign and distribute announcements and circulars in relation to issuance and disclose relevant information, pursuant to the governing rules applicable at the place of listing of the Company.
(vii)To adjust the currency structure and interest rate structure of the bonds based on the market conditions within the duration of the bonds.
(viii)To grant authorization in relation to the above matters to such other persons as the Board considers appropriate.
7.Special Resolution: “THAT, to consider and approve the granting of a general mandate to the Board to issue shares of the Company:
(a)the Board be and is hereby granted an unconditional general mandate and permitted to further delegate such mandate to the management of the Company, to proceed with the matters associated with the issuance of shares of the Company in its sole discretion and according to the specific needs of the Company, other market conditions and the following conditions during the Relevant Period (as hereafter defined), subject to the following conditions:
(i)the Company has obtained the approval from the Board to issue, allot or dispose of, either separately or concurrently, or to issue, allot or dispose of, either separately or concurrently, conditionally or unconditionally, the domestic shares (“A Shares”) and the overseas listed foreign shares (“H Shares”) with the respective numbers of A Shares and H Shares being not more than 20% of the respective number of the issued A shares and H shares of the Company as at the date of approval and passing of this resolution at the general meeting, and subject to the conditions set out in (ii) below, the Board may, within the given limits, determine the numbers of A Shares and/or H Shares to be issued allotted or disposed of;
(ii)the Board has approved, executed, amended and made or procured to execute make and amend all documents, deeds and matters as it may consider necessary in connection with the issuance, allotment or disposal of any A Shares and/or H Shares pursuant to the exercise of the abovementioned general mandate;
(iii)the Board will only exercise such mandate in accordance with the Company Law of the PRC and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (each as amended from time to time) or applicable laws, rules and regulations of other government or regulatory bodies and the Company will complete such issuance only if all necessary approvals from the China Securities Regulatory Commission and/or other relevant PRC government authorities are obtained.
(b)for the purposes of this special resolution, the general mandate shall not extend beyond the Relevant Period save that if the Board during the Relevant Period makes the issuance resolutions, such issuance may complete beyond the Relevant Period after obtaining all necessary approvals from the relevant PRC government authorities by the Company which may take longer than the Relevant Period. “Relevant Period” means the period from the passing of this special resolution until the earliest one of the following three terms:
(i)the conclusion of the next annual general meeting of the Company following the passing of this special resolution;
(ii)the expiration of a 12-month period following the passing of this special resolution;
(iii)the date on which the general mandate granted to the Board set out in this special resolution is revoked or varied by a special resolution of the shareholders of the Company at a general meeting.
(c)Conditional upon the Board resolving to separately or concurrently issue shares pursuant to paragraph (a) of this special resolution, the Board be authorized to increase the registered capital of the Company to reflect the number of shares authorized to be issued by the Company pursuant to paragraph (a) of this special resolution and to make such appropriate and necessary amendments to the articles of association of the Company as they think fit to reflect such increases in the registered capital of the Company and to take any other action and complete the formalities required to effect the separate or concurrent issuance of shares pursuant to paragraph (a) of this special resolution and the increase in the registered capital of the Company.
8.Ordinary Resolution: “THAT, to consider and approve the election of directors of the Company
(1)to consider and approve the election of Mr. Li Yangmin as a director of the Company;
(2)to consider and approve the election of Mr. Tang Bing as a director of the Company.”
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| 2018-07-16 |
股东大会：
将于2018-08-30召开股东大会
会议内容 ▼▲
- 1.Ordinary resolution: “THAT, to consider and approve the “Fulfilment of conditions of the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange.”
2.Special resolution: “THAT, to consider and approve the “Proposal for the non-public issuance of A shares and the non-public issuance of H shares to specific subscribers by China Eastern Airlines Corporation Limited”. (Each part of this resolution shall be decided by voting in sequence):
2.1Type and nominal value of A shares to be issued
2.2Method of issuance of A shares
2.3Method of subscription of A shares
2.4Price determination date, pricing principles and issue price of A shares
2.5Subscribers of A shares and number of A shares to be issued
2.6Use of proceeds from A shares
2.7Lock-up period of A shares
2.8Place of listing of A shares
2.9Arrangement of accumulated undistributed profits before non-public issuance of A shares
2.10Validity period of the resolution of non-public issuance of A shares
2.11Type and nominal value of H shares to be issued
2.12Method of issuance of H shares
2.13Method of subscription of H shares
2.14Price determination date, pricing principles and issue price of H shares
2.15Subscribers of H shares and number of H shares to be issued
2.16Use of proceeds from H shares
2.17Lock-up period of H shares
2.18Place of listing of H shares
2.19Arrangement of accumulated undistributed profits before non-public issuance of H shares
2.20Validity period of the resolution of non-public issuance of H shares
2.21Relationship between the non-public issuance of A shares and the non-public issuance of H shares
Details of the above resolution are set out in the announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange in respect of the proposed non-public issuance of A Shares and the non-public issuance of H Shares under a specific mandate.”
3.Special resolution: “THAT, to consider and approve the “Proposal for the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange.”
4.Ordinary resolution: “THAT, to consider and approve the “Explanation on the previous use of proceeds”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange.”
5.Special resolution: “THAT, to consider and approve the “Feasibility report on the use of proceeds from the non-public issuance of A shares by China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange.”
6.Special resolution: “THAT, to consider and approve the “Conditional share subscription agreement of the non-public issuance signed with specific subscribers”. Details of the above resolution will be set out in the circular of the Company published on the website of the Hong Kong Stock Exchange in due course.”
7.Special resolution: “THAT, to consider and approve the “Connected transactions involved in the non-public issuance of A shares and the non-public issuance of H shares”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange.”
8.Ordinary resolution: “THAT, to consider and approve the “Dilution of current returns by the non-public issuance, remedial measures and undertakings by controlling shareholders, directors and senior administrative officers in respect of the measures”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange.”
9.Ordinary resolution: “to consider and approve the “Plan of shareholder return for the next three years (2018–2020) of China Eastern Airlines Corporation Limited”. Details of the above resolution are set out in the overseas regulatory announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange.”
10.Special resolution: “THAT, to consider and approve the “Authorization to the board of directors and its authorized persons to amend relevant provisions of the articles of association upon the completion of the non-public issuance of A shares and the non-public issuance of H shares”. Details of the above resolution will be set out in the circular of the Company published on the website of the Hong Kong Stock Exchange in due course.”
11.Special resolution: “THAT, to consider and approve the “Proposal to authorize the board of directors and its authorized persons to proceed with relevant matters in respect of the non- public issuance of A shares and the non-public issuance of H shares in their sole discretion”. Details of the above resolution are set out in the announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange in respect of the non-public issuance of A Shares and the non-public issuance of H Shares under a specific mandate.”
12.Special resolution: “THAT, to consider and approve the “Amendments to certain provisions of the articles of association”. Details of the above resolution are set out in the announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange in respect of (among others) the amendments to the articles of association.”
13.Special resolution: “THAT, to consider and approve the “Amendments to certain provisions of the rules for the meeting of the board of directors”. Details of the above resolution are set out in the announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange in respect of (among others) the amendments to the rules for the meeting of the board of directors.”
14.Special resolution: “THAT, to consider and approve the “Amendments to certain provisions of the rules for the meeting of the supervisory committee”. Details of the above resolution are set out in the announcement of the Company dated 10 July 2018 published on the website of the Hong Kong Stock Exchange in respect of (among others) the amendments to the rules for the meeting of the supervisory committee.”
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| 2018-04-27 |
股东大会：
将于2018-06-21召开股东大会
会议内容 ▼▲
- 1.Ordinary Resolution: “THAT, to consider and approve the report of the board of directors of the Company (the “Board”) for the year 2017.”
2.Ordinary Resolution: “THAT, to consider and approve the report of the supervisory committee of the Company (the “Supervisory Committee”) for the year 2017.”
3.Ordinary Resolution: “THAT, to consider and approve the financial reports of the Company for the year 2017.”
4.Ordinary Resolution: “THAT, to consider and approve the Company’s profit distribution proposal for the year 2017.” (Note 1)
5.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the Company’s appointment of the PRC domestic auditors and international auditors for financial reporting and the auditors for internal control for the year 2018, and to authorise the Board to determine their remuneration.”
6.Special Resolution: “THAT, to consider and approve the resolution on granting of a general mandate to the Board to issue bonds:
It was agreed that the Board may issue debt instruments in one tranche or multiple tranches, within the cap amount of issuance stipulated under applicable laws, subject to the general and unconditional mandate to be obtained at the general meeting:
(a)Type of debt instruments: Including, but not limited to, debt instruments such as corporate bonds, super short-term commercial paper, short-term commercial paper, mid-term notes, offshore bonds in Renminbi or US dollar and other currencies, and asset-backed securities. However, bonds to be issued and/or debt instruments to be issued under this mandate shall not include bonds which are convertible into shares of the Company.
(b)Issuer: The Company and/or its wholly or non-wholly owned subsidiaries. The exact issuer shall be determined by the Board based on the needs in the particular issuance.
(c)Issue size: Debt instruments shall be issued under this mandate within the cap amount of bond issuance stipulated under applicable laws, subject to the outstanding amount of each type of debt instrument. The actual size of issue shall be determined by the Board based on funding requirements and market conditions.
(d)Maturity and class of issue: Not more than 15 years in the form of a uniform maturity date or a bond portfolio with several maturity dates. The actual composition of maturity and the size of each class of the bonds shall be determined by the Board based on the relevant requirements and market conditions.
(e)Use of fundraising proceeds: It is expected that the fundraising proceeds from such issuance shall be used for purposes in compliance with laws and regulations, including the fulfilment of production and operation needs of the Company, adjustment of debt structure, the supplementing of working funds and/or project investment. Details of the use of proceeds shall be determined by the Board based on funding requirements.
(f)Valid term of the mandate: One year from the date of approval of this resolution at a general meeting of the Company.
If the Board and/or its delegate(s) has decided to proceed with issuance(s) within the valid term of the mandate, and the Company has obtained issuance approval, permission or registration from regulatory bodies within the valid term of the mandate, the Company may complete the relevant issuance within the valid term confirmed under any of such approval, permission or registration.
(g)Authorization to be granted to the Board
It is proposed at the general meeting that an authorization be granted generally and unconditionally to the Board, based on the specific needs of the Company and other market conditions:
(i)To determine the issuer, type, specific class, specific terms, conditions and other matters, including but not limited to the actual issue size, the actual total amount, currency, issue price, interest rates or the formula for determining the interest rates, place of issuance, timing of the issue, maturity, whether or not to issue in tranches and the number of tranches, whether to set buyback and redemption clauses, rating arrangements, guarantees, due dates for principal and interest payments, use of proceeds, underwriting arrangements and all matters relating to each issue.
(ii)To take all such acts and steps as considered to be necessary and incidental to each issuance, including but not limited to the engagement of intermediary(ies) to represent the Company in application to relevant regulatory bodies for approval, registration, filing etc. in relation to issuance, sign all necessary legal documents for issuance, and handle other matters in relation to issuance, arrangement of principal and interest payments within the duration of the bonds, and trading and listing.
(iii)To approve, confirm and ratify the acts and steps stated above taken in connection with any issuance.
(iv)To make corresponding adjustments to the detailed plan of issue of the bonds and other relevant matters within the scope of the mandate to be granted to the Board in accordance with opinions of regulatory authorities or the existing market conditions, in the event of any changes in the policy of regulatory authorities on issue of bonds or any changes in market conditions, save for the matters that are subject to Shareholders’ re-voting at the general meeting under relevant laws, regulations and the articles of association of China Eastern Airlines Corporation Limited.
(v)To determine and handle, upon completion of the issuance, matters in relation to the listing of the debt instruments which have been issued.
(vi)To approve, sign and distribute announcements and circulars in relation to issuance and disclose relevant information, pursuant to the governing rules applicable at the place of listing of the Company.
(vii)To adjust the currency structure and interest rate structure of the bonds based on the market conditions within the duration of the bonds.
(viii) To grant authorization in relation to the above matters to such other persons as the Board considers appropriate.
7.Special Resolution: “THAT, to consider and approve the granting of a general mandate to the Board to issue shares of the Company:
(a)the Board be and is hereby granted an unconditional general mandate and permitted to further delegate such mandate to the management of the Company, to proceed with the matters associated with the issuance of shares of the Company in its sole discretion and according to the specific needs of the Company, other market conditions and the following conditions during the Relevant Period (as hereafter defined), subject to the following conditions:
(i)the Company has obtained the approval from the Board to issue, allot or dispose of, either separately or concurrently, or to issue, allot or dispose of, either separately or concurrently, conditionally or unconditionally, the domestic shares (“A Shares”) and the overseas listed foreign shares (“H Shares”) with the respective numbers of A Shares and H Shares being not more than 20% of the respective number of the issued A shares and H shares of the Company as at the date of approval and passing of this resolution at the general meeting, and subject to the conditions set out in (ii) below, the Board may, within the given limits, determine the numbers of A Shares and/or H Shares to be issued allotted or disposed of;
(ii)the Board has approved, executed, amended and made or procured to execute make and amend all documents, deeds and matters as it may consider necessary in connection with the issuance, allotment or disposal of any A Shares and/or H Shares pursuant to the exercise of the abovementioned general mandate;
(iii)the Board will only exercise such mandate in accordance with the Company Law of the PRC and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (each as amended from time to time) or applicable laws, rules and regulations of other government or regulatory bodies and the Company will complete such issuance only if all necessary approvals from the China Securities Regulatory Commission and/or other relevant PRC government authorities are obtained.
(b)for the purposes of this special resolution, the general mandate shall not extend beyond the Relevant Period save that if the Board during the Relevant Period makes the issuance resolutions, such issuance may complete beyond the Relevant Period after obtaining all necessary approvals from the relevant PRC government authorities by the Company which may take longer than the Relevant Period. “Relevant Period” means the period from the passing of this special resolution until the earliest one of the following three terms:
(i)the conclusion of the next annual general meeting of the Company following the passing of this special resolution;
(ii)the expiration of a 12-month period following the passing of this special resolution;
(iii) the date on which the general mandate granted to the Board set out in this special resolution is revoked or varied by a special resolution of the shareholders of the Company at a general meeting.
(c)Conditional upon the Board resolving to separately or concurrently issue shares pursuant to paragraph (a) of this special resolution, the Board be authorized to increase the registered capital of the Company to reflect the number of shares authorized to be issued by the Company pursuant to paragraph (a) of this special resolution and to make such appropriate and necessary amendments to the articles of association of the Company as they think fit to reflect such increases in the registered capital of the Company and to take any other action and complete the formalities required to effect the separate or concurrent issuance of shares pursuant to paragraph (a) of this special resolution and the increase in the registered capital of the Company.
8.Special Resolution: “THAT, to consider and approve the resolution on amendments to certain provisions of the articles of association of the Company:
The original Article 1 of the Articles of Association is as follows:
The Company is a joint stock limited company established in accordance with the “Company Law of the People’s Republic of China” (the “Company Law”), “State Council’s Special Regulations Regarding the Issue of Shares Overseas and the Listing of Shares Overseas by Companies Limited by Share” (the “Special Regulations”) and other relevant laws and regulations of the State.
The Company was established by way of promotion with the approval under the document “Ti Gai Sheng” [1994] No. 140 of the People’s Republic of China’s State Commission for Restructuring the Economic System. It is registered with and has obtained a business licence from China’s State Administration for Industry and Commerce on April 14, 1995. On February 8, 2017, the Company completed the “Combination of Three Licenses into One” procedures for its business license, organisation code certificate and tax registration certificate. The unified social credit code of the business license of the Company after the integration is 913100007416029816.
The promoter of the Company is: China Eastern Air Holding Company. Article 1 of the Articles of Association shall be amended as follows:
The Company is a joint stock limited company established in accordance with the “Company Law of the People’s Republic of China” (the “Company Law”), “State Council’s Special Regulations Regarding the Issue of Shares Overseas and the Listing of Shares Overseas by Companies Limited by Share” (the “Special Regulations”) and other relevant laws and regulations of the State.
The Company was established by way of promotion with the approval under the document “Ti Gai Sheng” [1994] No. 140 of the People’s Republic of China’s State Commission for Restructuring the Economic System. It is registered with and has obtained a business licence from China’s State Administration for Industry and Commerce on April 14, 1995. On February 8, 2017, the Company completed the “Combination of Three Licenses into One” procedures for its business license, organisation code certificate and tax registration certificate. The unified social credit code of the business license of the Company after the integration is 913100007416029816.
The promoter of the Company is: China Eastern Air Holding Company Limited.
|
| 2018-02-09 |
股东大会：
将于2018-03-29召开股东大会
会议内容 ▼▲
- SPECIAL RESOLUTIONS
1.“THAT to consider, approve and confirm the ‘Resolution regarding the relevant agreements in relation to the contractual operation of the bellyhold space of passenger aircraft between the Company and China Cargo Airlines Co., Limited and the continuing connected transactions contemplated thereunder’ (for more details, please refer to the relevant announcement of the Company to be published on the signing date of the agreement).”
2.“THAT to consider, approve and confirm the ‘Resolution regarding the proposed annual caps for the years ending 31 December 2018 and 2019 for the transaction amounts of the continuing connected transactions under the relevant agreements in relation to the contractual operation of the bellyhold space of passenger aircraft’ (for more details, please refer to the relevant announcement of the Company to be published on the signing date of the agreement).”
|
| 2018-01-22 |
股东大会：
将于2017-12-22召开股东大会
会议内容 ▼▲
- SPECIAL RESOLUTIONS
1.To consider and approve the resolution in relation to the proposed amendments to certain articles of the articles of association of the Company.
2.To consider and approve the resolution in relation to the proposed amendments to certain rules of the rules for the board of directors of the Company.
3.“THAT, to consider and approve the proposed amendments to certain provisions of the articles of association of the Company.”
4.“THAT, to consider and approve the proposed amendments to certain provisions of the rules for procedures for general meetings of the Company.”
5.“THAT, to consider and approve the proposed amendments to certain provisions of the rules for the meeting of the board of directors of the Company.”
6.“THAT, to consider and approve the provision of guarantee by the Company in favour of not more than 67 wholly-owned SPV.”
|
| 2017-12-26 |
股东大会：
将于2018-02-08召开股东大会
会议内容 ▼▲
- ORDINARY RESOLUTION
1.To consider, approve and confirm the Framework Lease Agreement entered into between the Company and CES International Financial Leasing Corporation Limited and all matters incidental thereto and to authorise any director of the Company or his/her authorised person(s) to sign all such documents and/or do all such things and acts as he/she may in his absolute discretion consider as necessary or expedient and in the interest of the Company to give effect to all transactions or ancillary matters under the Framework Lease Agreement.
SPECIAL RESOLUTION
2.To consider, approve and confirm the Supplemental Agreement II entered into between the Company and China Eastern Air Holding Company* and to authorize any one director of the Company or his authorized person(s) to sign all such documents and/or to do all such things and acts as he may in his absolute discretion consider as necessary or expedient and in the interest of the Company to give effect to all transactions or ancillary matter under the Supplemental Agreement II.
|
| 2017-05-19 |
除权日：
美东时间 2017-06-29 每股派息0.36美元
|
| 2017-05-12 |
股东大会：
将于2017-06-28召开股东大会
会议内容 ▼▲
- 1.Ordinary Resolution: “THAT, to consider and approve the report of the board of directors of the Company (the “Board”) for the year 2016.”
2.Ordinary Resolution: “THAT, to consider and approve the report of the supervisory committee of the Company (the “Supervisory Committee”) for the year 2016.”
3.Ordinary Resolution: “THAT, to consider and approve the financial reports of the Company for the year 2016.”
4.Ordinary Resolution: “THAT, to consider and approve the Company’s profit distribution proposal for the year 2016.”
5.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the Company’s appointment of the PRC domestic auditors and international auditors for financial reporting for the year 2017, and to authorise the Board to determine their remuneration.”
6.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the Company’s appointment of the auditors for internal control for the year 2017, and to authorise the Board to determine their remuneration.”
7.Special Resolution: “THAT, to consider and approve the resolution on granting of a general mandate to the Board to issue bonds:
It was agreed that the Board may issue debt instruments in one tranche or multiple tranches, within the cap amount of issuance stipulated under applicable laws, subject to the general and unconditional mandate to be obtained at the general meeting:
(a)Type of debt instruments: Including, but not limited to, debt instruments such as corporate bonds, super short-term commercial paper, short-term commercial paper, mid-term notes, offshore bonds in Renminbi or US dollar and other currencies, and asset-backed securities. However, bonds to be issued and/or debt instruments to be issued under this mandate shall not include bonds which are convertible into shares of the Company.
(b)Issuer: The Company and/or its wholly or non-wholly owned subsidiaries. The exact issuer shall be determined by the Board based on the needs in the particular issuance.
(c)Issue size: Debt instruments shall be issued under this mandate within the cap amount of bond issuance stipulated under applicable laws, subject to the outstanding amount of each type of debt instrument. The actual size of issue shall be determined by the Board based on funding requirements and market conditions.
(d)Maturity and class of issue: Not more than 15 years in the form of a uniform maturity date or a bond portfolio with several maturity dates. The actual composition of maturity and the size of each class of the bonds shall be determined by the Board based on the relevant requirements and market conditions.
(e)Use of fundraising proceeds: It is expected that the fundraising proceeds from such issuance shall be used for purposes in compliance with laws and regulations, including the fulfillment of production and operation needs of the Company, adjustment of debt structure, the supplementing of working funds and/or project investment. Details of the use of proceeds shall be determined by the Board based on funding requirements.
(f)Valid term of the mandate: One year from the date of approval of this resolution at a general meeting of the Company.
If the Board and/or its delegate(s) has decided to proceed with issuance(s) within the valid term of the mandate, and the Company has obtained issuance approval, permission or registration from regulatory bodies within the valid term of the mandate, the Company may complete the relevant issuance within the valid term confirmed under any of such approval, permission or registration.
(g) Authorization to be granted to the Board
It is proposed at the general meeting that an authorization be granted generally and unconditionally to the Board, based on the specific needs of the Company and other market conditions:
(i)To determine the issuer, type, specific class, specific terms, conditions and other matters, including but not limited to the actual issue size, the actual total amount, currency, issue price, interest rates or the formula for determining the interest rates, place of issuance, timing of the issue, maturity, whether or not to issue in tranches and the number of tranches, whether to set buyback and redemption clauses, rating arrangements, guarantees, due dates for principal and interest payments, use of proceeds, underwriting arrangements and all matters relating to each issue.
(ii)To take all such acts and steps as considered to be necessary and incidental to each issuance, including but not limited to the engagement of intermediary(ies) to represent the Company in application to relevant regulatory bodies for approval, registration, filing etc. in relation to issuance, sign all necessary legal documents for issuance, and handle other matters in relation to issuance, arrangement of principal and interest payments within the duration of the bonds, and trading and listing.
(iii)To approve, confirm and ratify the acts and steps stated above taken in connection with any issuance.
(iv)To make corresponding adjustments to the detailed plan of issue of the bonds and other relevant matters within the scope of the mandate to be granted to the Board in accordance with opinions of regulatory authorities or the existing market conditions, in the event of any changes in the policy of regulatory authorities on issue of bonds or any changes in market conditions, save for the matters that are subject to Shareholders’ re-voting at the general meeting under relevant laws, regulations and the articles of association of China Eastern Airlines Corporation Limited.
(v)To determine and handle, upon completion of the issuance, matters in relation to the listing of the debt instruments which have been issued.
(vi)To approve, sign and distribute announcements and circulars in relation to issuance and disclose relevant information, pursuant to the governing rules applicable at the place of listing of the Company.
(vii)To adjust the currency structure and interest rate structure of the bonds based on the market conditions within the duration of the bonds.
(viii)To grant authorization in relation to the above matters to such other persons as the Board considers appropriate.
8.Special Resolution: “THAT, to consider and approve the granting of a general mandate to the Board to issue shares of the Company:
(a)the Board be and is hereby granted an unconditional general mandate and permitted to further delegate such mandate to the management of the Company, to proceed with the matters associated with the issuance of shares of the Company in its sole discretion and according to the specific needs of the Company, other market conditions and the following conditions during the Relevant Period (as hereafter defined), subject to the following conditions:
(i)the Company has obtained the approval from the Board to issue, allot or dispose of, either separately or concurrently, or to issue, allot or dispose of, either separately or concurrently, conditionally or unconditionally, the domestic shares (“A Shares”) and the overseas listed foreign shares (“H Shares”) with the respective numbers of A Shares and H Shares being not more than 20% of the respective number of the issued A shares and H shares of the Company as at the date of approval and passing of this resolution at the general meeting, and subject to the conditions set out in (ii) below, the Board may, within the given limits, determine the numbers of A Shares and/or H Shares to be issued allotted or disposed of;
(ii)the Board has approved, executed, amended and made or procured to execute make and amend all documents, deeds and matters as it may consider necessary in connection with the issuance, allotment or disposal of any A Shares and/or H Shares pursuant to the exercise of the abovementioned general mandate;
(iii)the Board will only exercise such mandate in accordance with the Company Law of the PRC and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (each as amended from time to time) or applicable laws, rules and regulations of other government or regulatory bodies and the Company will complete such issuance only if all necessary approvals from the China Securities Regulatory Commission and/or other relevant PRC government authorities are obtained.
(b)for the purposes of this special resolution, the general mandate shall not extend beyond the Relevant Period save that if the Board during the Relevant Period makes the issuance resolutions, such issuance may complete beyond the Relevant Period after obtaining all necessary approvals from the relevant PRC government authorities by the Company which may take longer than the Relevant Period. “Relevant Period” means the period from the passing of this special resolution until the earliest one of the following three terms:
(i)the conclusion of the next annual general meeting of the Company following the passing of this special resolution;
(ii)the expiration of a 12-month period following the passing of this special resolution;
(iii) t h e date on which the general mandate granted to the Board set out in this special resolution is revoked or varied by a special resolution of the shareholders of the Company at a general meeting.
(c) Conditional upon the Board resolving to separately or concurrently issue shares pursuant to paragraph (a) of this special resolution, the Board be authorized to increase the registered capital of the Company to reflect the number of shares authorized to be issued by the Company pursuant to paragraph (a) of this special resolution and to make such appropriate and necessary amendments to the articles of association of the Company as they think fit to reflect such increases in the registered capital of the Company and to take any other action and complete the formalities required to effect the separate or concurrent issuance of shares pursuant to paragraph (a) of this special resolution and the increase in the registered capital of the Company.
9.Special Resolution: “THAT, to consider and approve the resolution on amendments to Certain Articles of the Articles of Association of the Company:
10.Ordinary Resolution: “THAT, to consider and approve the resolution in relation to the amendments to certain rules of the rules of procedures for general meeting of the Company:
The original Rule 48 of the rules of procedures for general meeting is as follows:‘A shareholder (including proxy), when voting at a Shareholders’ general meeting, may exercise voting rights in accordance with the number of shares carrying the right to vote and each share shall have one vote.’
Rule 48 of the rules of procedures for general meeting shall be amended as follows:‘A shareholder (including proxy), when voting at a Shareholders’ general meeting, may exercise voting rights in accordance with the number of shares carrying the right to vote and each share shall have one vote.
|
| 2016-11-30 |
股东大会：
将于2017-01-17召开股东大会
会议内容 ▼▲
- To consider, approve, confirm and ratify a share transfer agreement dated 29 November 2016 entered into between the Company and 東方航空產業投資有限公司 (Eastern Airlines Industry Investment Company Limited*) (the “Purchaser”), a wholly-owned subsidiary of 中國東方航空集團公司 (China Eastern Air Holding Company*), in relation to the disposal of 100% equity interest in 東方航空物流有限公司 (Eastern Air Logistics Co., Ltd.*) held by the Company to the Purchaser and the transactions contemplated thereunder.
|
| 2016-09-15 |
除权日：
美东时间 2016-10-27 每股派息0.38美元
|
| 2016-09-09 |
股东大会：
将于2016-10-27召开股东大会
会议内容 ▼▲
- 1.To consider and approve the 2016 interim profit distribution proposal of the Company.
2.To consider, approve, confirm and ratify a conditional financial services agreement dated 30 August 2016 (the “Financial Services Renewal Agreement”) entered into between (i)the Company;(ii)Eastern Air Group Finance Co., Ltd.;(iii) CES Finance Holding Co., Ltd..
3.To consider, approve, confirm and ratify a conditional catering services agreement dated 30 August 2016 (the “Catering Services Renewal Agreement”) regarding the provision of catering services to the Group, entered into between the Company and China Eastern Air Catering Investment Co., Ltd..
|
| 2016-04-29 |
股东大会：
将于2016-06-15召开股东大会
会议内容 ▼▲
- 1. to consider and approve the report of the board of directors of the Company (the “Board”) for the year 2015.
2. to consider and approve the report of the supervisory committee of the Company (the “Supervisory Committee”) for the year 2015.
3. to consider and approve the financial reports of the Company for the year 2015.
4. to consider and approve the Company’s profit distribution proposal for the year 2015.
5. to consider and approve the resolution in relation to the appointment of the Company’s PRC domestic auditors and international auditors for financial reporting for the year 2016, and to authorise the Board to determine their remuneration.
6. to consider and approve the resolution in relation to the appointment of the Company’s auditors for internal control for the year 2016, and to authorise the Board to determine their remuneration.
7. to consider and approve the resolution in relation to the increase of the guarantee limit provided by the Company to Eastern Air Overseas (Hong Kong) Corporation Limited.
8. to consider and approve the resolution on granting of a general mandate to the Board.
9. to consider and approve the granting of a general mandate to the Board to issue shares of the Company.
10. to consider and approve the resolution in relation to the amendments to the article in the Articles of Association of the Company.
11. to approve the Company’s entering into of the 2016 Aircraft Finance Lease Framework Agreement with CES International Financial Leasing Corporation Limited, as well as the transactions thereunder and the proposed annual cap for the financial year ending 31 December 2016.
12. to approve the Company’s entering into of the 2017–2019 Aircraft Finance Lease Framework Agreement with CES Lease Company, as well as the transactions thereunder and the proposed annual caps for the three financial years ending 31 December 2017, 2018 and 2019.
13. to consider and approve the resolution in relation to the adjustment to allowance standards for independent directors.
14. to consider and approve the appointment of directors to the eighth session of the Board.
15. to consider and approve the appointment of independent non-executive directors to the eighth session of the Board.
16. to consider and approve the appointment of shareholder representative supervisors of the eighth session of the Supervisory Committee.
|
| 2015-04-29 |
股东大会：
将于2015-06-16召开股东大会
会议内容 ▼▲
- 1.Ordinary Resolution: "THAT, to consider and approve the report of the board of directors of the Company (the "Board") for the year 2014."
2.Ordinary Resolution: "THAT, to consider and approve the report of the supervisory committee of the Company (the "Supervisory Committee") for the year 2014."
3.Ordinary Resolution: "THAT, to consider and approve the financial reports of the Company for the year 2014."
4.Ordinary Resolution: "THAT, to consider and approve the Company’s profit distribution proposal for the year 2014."
5.Ordinary Resolution: "THAT, to consider and approve the appointment of the Company’s PRC domestic auditors and international auditors for financial reporting for the year 2015, and to authorise the Board to determine their remuneration."
6.Ordinary Resolution: "THAT, to consider and approve the appointment of the Company’s auditors for internal control for the year 2015, and to authorise the Board to determine their remuneration."
7.Special Resolution: "THAT, to consider and approve the resolution on granting of a general mandate to the Board to issue bonds:
It was agreed that the Board be and is hereby granted a general and unconditional mandate to issue debt instruments in one tranche or multiple tranches, within the cap amount of issuance stipulated under applicable laws:
(1)Debt instruments shall include but not be limited to corporate bonds, super short-term commercial paper, short-term commercial paper, mid-term notes, offshore Renminbi bonds or US dollar bonds. However, bonds to be issued or debt instruments to be issued under this mandate shall not include bonds which are convertible into shares of the Company.
(2)Issuer: The Company and/or its wholly or non-wholly owned subsidiaries. The exact issuer shall be determined by the Board based on the needs in the particular issuance.
(3)Issue size: Debt instruments shall be issued under this mandate within the cap amount of bond issuance stipulated under applicable laws, subject to the outstanding amount of each type of debt instrument. The actual size of issue shall be determined by the Board based on funding requirements and market conditions.
(4)Maturity and class of issue: Not more than 15 years in the form of a uniform maturity date or a bond portfolio with several maturity dates. The actual composition of maturity and the size of each class of the bonds shall be determined by the Board based on relevant requirements and market conditions.
(5)Use of proceeds: It is expected that the proceeds from such issuance shall be used for purposes in compliance with laws and regulations, including satisfying the production and operation needs of the Company, adjusting debt structure, supplementing working funds and/or project investment. Details of the use of proceeds shall be determined by the Board based on funding requirements.
(6)Valid term of mandate: One year from the approval of this resolution by the shareholders of the Company (the "Shareholders") in a general meeting of the Company.
If the Board and/or its delegate(s) has decided to proceed with issuance(s) within the valid term of the mandate, and the Company has obtained issuance approval, permission or registration from regulatory bodies within the valid term of the mandate, the Company may complete the relevant issuance within the valid term confirmed under any of such approval, permission or registration.
(7)Authorisation to be granted to the Board
An authorisation be and is hereby granted generally and unconditionally to the Board, based on the specific needs of the Company and other market conditions:
(i)To determine the issuer, type, specific class, specific terms, conditions and other matters, including but not limited to the actual issue size, the actual total amount, currency, issue price, interest rates or the formula for determining the interest rates, place of issuance, timing of the issue, maturity, whether or not to issue in tranches and the number of tranches, whether to set buyback and redemption clauses, rating arrangements, guarantees, due dates for principal and interest payments, use of proceeds, underwriting arrangements and all matters relating to the issue.
(ii)To take all such acts and steps as considered to be necessary and incidental to this issuance, including but not limited to the engagement of intermediary(ies) to represent the Company in application to relevant regulatory bodies for approval, registration, filing etc. in relation to this issuance, sign all necessary legal documents for this issuance, and handle other matters in relation to the issuance, arrangement of principal and interest payments within the duration of the bonds, and trading and listing.
(iii)To approve, confirm and ratify the acts and steps stated above taken in connection with the issuance.
(iv)To make corresponding adjustments to the detailed plan of the issue of the bonds and other relevant matters within the scope of the mandate to be granted to the Board in accordance with opinions of regulatory authorities or the existing market conditions, in the event of any changes in the policy of regulatory authorities on the issue of bonds or any changes in market conditions, save for the matters that are subject to Shareholders’ re-voting at the Shareholders’ meeting under relevant laws, regulations and the articles of association of China Eastern Airlines Corporation Limited;
(v)To determine and handle, upon completion of the issuance, matters in relation to the listing of the debt instruments which have been issued.
(vi)To approve, sign and distribute announcements and circulars in relation to this issuance and disclose relevant information, pursuant to the governing rules applicable at the place of listing of the Company.
(vii)To adjust the currency structure and interest rate structure of the bonds based on the market conditions within the duration of the bonds."
8.Special Resolution: "THAT, to consider and approve the granting of a general mandate to the Board to issue shares of the Company:
(a)the Board be and is hereby granted, during the Relevant Period (as hereafter defined), an unconditional general mandate to separately or concurrently issue, allot and/or deal with the domestic shares ("A Shares") and the overseas listed foreign shares ("H Shares") of the Company, and to make offers, enter into agreements or grant options in respect thereof, subject to the following conditions:
(i)such mandate shall not extend beyond the Relevant Period save that if the Board during the Relevant Period makes the issuance resolutions, such issuance may complete beyond the Relevant Period after obtaining all necessary approvals from relevant PRC government authorities by the Company which may take longer time than the Relevant Period;
(ii)the number of the A Shares and H Shares approved by the Board to be issued and allotted or agreed conditionally or unconditionally to be issued and allotted by the Board shall not, respectively, exceed 20% of the existing A Shares and H Shares as at the time of approval of this resolution by the Shareholders;
(iii)the Board will only exercise such mandate in accordance with the Company Law of the PRC and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (each as amended from time to time) or applicable laws, rules and regulations of other government or regulatory bodies and the Company will complete such issuance only if all necessary approvals from the China Securities Regulatory Commission and/or other relevant PRC government authorities are obtained.
(b)for the purposes of this special resolution:
"Relevant Period" means the period from the passing of this special resolution until the earliest one of the following three terms:
(i)the conclusion of the next annual general meeting of the Company following the passing of this special resolution;
(ii)the expiration of the 12-month period following the passing of this special resolution;
(iii)the date on which the authority granted to the Board set out in this special resolution is revoked or varied by a special resolution of the Shareholders in a general meeting.
(c)contingent on the Board resolving to separately or concurrently issue shares pursuant to paragraph (a) of this special resolution, the Board be authorised to increase the registered capital of the Company to reflect the number of shares authorised to be issued by the Company pursuant to paragraph (a) of this special resolution and to make such appropriate and necessary amendments to the articles of association of the Company (the "Articles of Association") as they think fit to reflect such increases in the registered capital of the Company and to take any other action and complete the formalities required to effect the separate or concurrent issuance of shares pursuant to paragraph (a) of this special resolution and the increase in the registered capital of the Company."
9.Ordinary Resolution: "THAT, to consider and approve the "China Eastern Airlines Corporation Limited satisfies the conditions for non-public issuance of A Shares to specific subscriber《關於中國東方航空股份有限公司符合向特定對象非公開發行A股股票條件的議案》". Details of the aforesaid plan were contained in the Overseas Regulatory Announcement of the Company published on the website of the Stock Exchange on 23 April 2015."
10.Special Resolution: "THAT, to consider and approve the "Proposal for the non-public issuance of A Shares to specific subscriber by China Eastern Airlines Corporation Limited《關於中國東方航空股份有限公司向特定對象非公開發行A股股票方案的議 案》".
11.Special Resolution: "THAT, to consider and approve the "Plan for the non-public issuance of A Shares by China Eastern Airlines Corporation Limited《關於中國東方航 空股份有限公司非公開發行A股股票預案的議案》". Details of the aforesaid plan were contained in the Overseas Regulatory Announcement of the Company published on the website of the Stock Exchange on 23 April 2015."
12.Ordinary Resolution: "THAT, to consider and approve the "Explanation on the use of the proceeds of the previous fund raising activities《關於前次募集資金使用情況的說 明的案》".Details of the aforesaid plan were contained in the Overseas Regulatory Announcement of the Company published on the website of the Stock Exchange on 23 April 2015."
13.Ordinary Resolution: "THAT, to consider and approve the "Authorization to the Board and its authorized representative(s) at the Shareholders’ meeting to proceed with the matters relating to the non-public issuance of A Shares《關於提請股東大會授權董事 會及其授權人士全權辦理本次非公開發行A股股票的相關事宜的議案》". Details of the aforesaid plan were contained in the Overseas Regulatory Announcement of the Company published on the website of the Stock Exchange on 23 April 2015."
The authorization includes but is not limited to the following:
(1)to formulate and implement specific plans according to terms and conditions set out in Resolution No. 10 above and the specific circumstances at the time of issuance of the new A Shares;
(2)in the event of changes in the policies of the relevant regulatory authorities in relation to the non-public issuance of shares or changes in the market conditions, to make appropriate adjustments to such plans as described in Resolution No. 10 above;
(3)to determine the issue price and the numbers of the shares to be issued within the scope of Resolutions No. 10 above and in accordance with the regulatory requirements of CSRC and the regulatory authorities;
(4)to amend the proposals in relation to the issuance of new A Shares and the use of proceeds, and to approve and execute corresponding amendments to the relevant financial reports and other application documents according to the requirements of the governing authorities and regulatory authorities;
(5)where necessary, to enter into any share subscription agreements and supplemental agreements (if applicable) or other relevant legal documents with the subscribers and decide their respective effective date;
(6)to handle the relevant application issues arising from the issuance of new A Shares with the engaged professional parties including the sponsor in accordance with the policies of relevant governing authorities;
(7)to make consequential amendments to the provisions in relation to the issuance of new A Shares in the Articles of Association in accordance with the actual situation of the issuance and register the same with the Administration for Industry and Commerce; and to handle relevant registration, lock-up and application for listing of the new A Shares with the Shanghai Stock Exchange and Shanghai branch of China Securities Depository and Clearing Corporation Limited after the completion of the issuance of the new A Shares;
(8)to adjust the arrangements for the Projects within the scope of the resolution passed by the Shareholders’ meeting and in accordance with the requirements from the relevant competent department and the actual situation of the securities market;
(9)to the extent permitted by applicable laws, regulations, relevant constitutional documents and the Articles of Association, to handle all other matters incidental to the issuance of new A Shares;
(10)the authorizations described in paragraphs (1) to (9) above shall be valid for a period of 12 months from the date of passing of this Resolution, that the authorized representative(s) of the Board under this Resolution be the Chairman and/or the Vice-Chairman of the Company."
14.Ordinary Resolution: "THAT, to consider and approve the " Feasibility report on the use of proceeds raised from the non-public issuance of A Shares by China Eastern Airlines Corporation Limited《關於中國東方航空股份有限公司非公開發行A股股票募集資金 使用可行性報告的議案》". Details of the aforesaid plan were contained in the Overseas Regulatory Announcement of the Company published on the website of the Stock Exchange on 23 April 2015."
15.Ordinary Resolution: "THAT, to consider and approve the "Future plan for return to the Shareholders for the coming three years (2015–2017) by China Eastern Airlines Corporation Limited《關於中國東方航空股份有限公司未來三年(2015–2017年)股 東回報規劃的議案》".Details of the aforesaid plan were contained in the Overseas Regulatory Announcement of the Company published on the website of the Stock Exchange on 23 April 2015."
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| 2014-11-28 |
股东大会：
将于2015-01-15召开股东大会
会议内容 ▼▲
- 1.To consider and approve the resolution on the provision of guarantees by the Company in favour of Eastern Air Overseas (Hong Kong) Co., Ltd..
2.To consider, approve, confirm and ratify the Aircraft Finance Lease Framework Agreement entered into between the Company and CES International Financial Leasing Corporation Limited, details of which are set out in the Announcement and to be set out in the Circular; and to authorise any director of the Company or his/her authorised person(s) to sign all such documents and/or do all such things and act as he/she may consider necessary or expedient and in the interest of the Company for the purpose of effecting or otherwise in connection with all transactions relating to the Aircraft Finance Lease Framework Agreement or any matter incidental thereto.
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| 2014-05-08 |
股东大会：
将于2014-06-26召开股东大会
会议内容 ▼▲
- 1. to consider and approve the report of the board of directors of the Company (the “Board”) for the year 2013.
2. to consider and approve the report of the supervisory committee of the Company (the “Supervisory Committee”) for the year 2013.
3. to consider and approve the financial reports of the Company for the year 2013.
4. to consider and approve the Company’s profit distribution proposal for the year 2013.
5. to consider and approve the appointment of the Company’s PRC domestic auditors and international auditors for the year 2014, and to authorise the Board to determine their remuneration.
6. to consider and approve the appointment of the Company’s auditors for internal control for the year 2014, and to authorise the Board to determine their remuneration.
7. to consider and approve the resolution on granting of a general mandate to the Board to issue bonds.
8. to consider and approve the granting of a general mandate to the Board to issue shares of the Company.
9. to consider and approve the proposal on amendments to part of the terms of the Articles of Association.
10. to consider and approve the resolution on granting of a mandate to the Board to conduct asset transactions.
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| 2012-09-05 |
复牌提示：
2012-09-05 09:28:13 停牌，复牌日期 2012-09-12 09:38:17
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