| 2024-03-19 |
详情>>
股本变动：
变动后总股本121739.69万股
变动原因 ▼▲
|
| 2022-08-31 |
详情>>
业绩披露：
2022年中报每股收益0.37元,归母净利润444.51亿元,同比去年增长11.26%
|
| 2022-04-29 |
详情>>
业绩披露：
2022年一季报每股收益0.19元,归母净利润233.38亿元,同比去年增长25.86%
|
| 2022-04-28 |
详情>>
业绩披露：
2019年年报每股收益0.48元,归母净利润575.17亿元,同比去年增长-6.79%
|
| 2022-04-28 |
详情>>
业绩披露：
2021年年报每股收益0.59元,归母净利润719.75亿元,同比去年增长117.47%
|
| 2021-11-01 |
详情>>
业绩披露：
2021年三季报(累计)每股收益0.50元,归母净利润607.55亿元,同比去年增长148.40%
|
| 2021-09-08 |
股东大会：
将于2021-10-20召开股东大会
会议内容 ▼▲
- 1.To consider and approve the resolution in relation to Continuing Connected Transactions for the three years ending 31 December 2024 and relevant authorisations, in particular:
(a)the renewal of Continuing Connected Transactions for the three years ending 31 December 2024 (including their respective relevant proposed caps) be and is hereby considered and approved;
(b)the Continuing Connected Transactions Sixth Supplemental Agreement entered into between Sinopec Corp. and China Petrochemical Corporation be and is hereby considered, approved, ratified and confirmed;
(c)Mr. Ma Yongsheng, a Director, be and is hereby authorised to sign or execute such other documents or supplemental agreements or deeds on behalf of Sinopec Corp. and to take all such actions pursuant to the relevant board resolution(s) as necessary or desirable.
2.To consider and approve the resolution in relation to the amendments to the Articles of Association and authorise the secretary to the Board to represent Sinopec Corp. in handling the relevant formalities for application, approval, disclosure, registration and filing requirements for such amendments (including textual amendments in accordance with the requirements of the relevant regulatory authorities).
|
| 2021-09-08 |
股东大会：
将于2021-10-20召开股东大会
会议内容 ▼▲
- 1.To consider and approve the resolution in relation to Continuing Connected Transactions for the three years ending 31 December 2024 and relevant authorisations, in particular:
(a)the renewal of Continuing Connected Transactions for the three years ending 31 December 2024 (including their respective relevant proposed caps) be and is hereby considered and approved;
(b)the Continuing Connected Transactions Sixth Supplemental Agreement entered into between Sinopec Corp. and China Petrochemical Corporation be and is hereby considered, approved, ratified and confirmed;
(c)Mr. Ma Yongsheng, a Director, be and is hereby authorised to sign or execute such other documents or supplemental agreements or deeds on behalf of Sinopec Corp. and to take all such actions pursuant to the relevant board resolution(s) as necessary or desirable.
2.To consider and approve the resolution in relation to the amendments to the Articles of Association and authorise the secretary to the Board to represent Sinopec Corp. in handling the relevant formalities for application, approval, disclosure, registration and filing requirements for such amendments (including textual amendments in accordance with the requirements of the relevant regulatory authorities).
|
| 2021-09-06 |
温馨提示：
美股因劳工节，9月6日休市一天
|
| 2021-09-02 |
详情>>
业绩披露：
2021年中报每股收益0.33元,归母净利润399.54亿元,同比去年增长283.91%
|
| 2021-04-29 |
股东大会：
将于2021-05-25召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Seventh Session of the Board of Directors of Sinopec Corp. (including the Report of the Board of Directors of for 2020).
2.To consider and approve the Report of the Seventh Session of the Board of Supervisors of Sinopec Corp. (including the Report of the Board of Supervisors for 2020).
3.To consider and approve the audited financial reports of Sinopec Corp. for the year ended 31 December 2020 prepared by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.
4.To consider and approve the profit distribution plan of Sinopec Corp. for the year ended 31 December 2020.
5.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2021.
6.To consider and approve the appointment of KPMG Huazhen (Special General Partnership) and KPMG as the external auditors of Sinopec Corp. for the year 2021, and to authorise the Board to determine their remunerations.
7.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s):
8.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.:
9.To consider and approve the service contracts for the directors of the eighth session of the Board and the supervisors of the Board of Supervisors of Sinopec Corp. (including the salary terms).
10.1To elect the directors of the Board (not including independent non-executive directors):
10.2To elect Mr. Zhang Yuzhuo as a non-executive director of the eighth session of the Board of the Company.
10.3To elect Mr. Ma Yongsheng as an executive director of the eighth session of the Board of the Company.
10.4To elect Mr. Zhao Dong as a non-executive director of the eighth session of the Board of the Company.
10.5To elect Mr. Yu Baocai as an executive director of the eighth session of the Board of the Company.
10.6To elect Mr. Liu Hongbin as an executive director of the eighth session of the Board of the Company.
10.7To elect Mr. Ling Yiqun as an executive director of the eighth session of the Board of the Company.
10.8To elect Mr. Li Yonglin as an executive director of the eighth session of the Board of the Company.
11.1To elect the independent non-executive directors of the Board:
11.2To elect Mr. Cai Hongbin as an independent non-executive director of the eighth session of the Board of the Company.
11.3To elect Mr. Ng, Kar Ling Johnny as an independent non-executive director of the eighth session of the Board of the Company.
11.4To elect Ms. Shi Dan as an independent non-executive director of the eighth session of the Board of the Company.
11.5To elect Mr. Bi Mingjian as an independent non-executive director of the eighth session of the Board of the Company.
12.1To elect the supervisors (not including the employee representative supervisors):
12.2To elect Mr. Zhang Shaofeng as an external supervisor of the eighth session of the board of supervisors of the Company.
12.3To elect Mr. Jiang Zhenying as an external supervisor of the eighth session of the board of supervisors of the Company.
12.4To elect Mr. Zhang Zhiguo as an external supervisor of the eighth session of the board of supervisors of the Company.
12.5To elect Mr. Yin Zhaolin as an external supervisor of the eighth session of the board of supervisors of the Company.
12.6To elect Mr. Guo Hongjin as an internal supervisor of the eighth session of the board of supervisors of the Company.
|
| 2021-04-29 |
股东大会：
将于2021-05-25召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Seventh Session of the Board of Directors of Sinopec Corp. (including the Report of the Board of Directors of for 2020).
2.To consider and approve the Report of the Seventh Session of the Board of Supervisors of Sinopec Corp. (including the Report of the Board of Supervisors for 2020).
3.To consider and approve the audited financial reports of Sinopec Corp. for the year ended 31 December 2020 prepared by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.
4.To consider and approve the profit distribution plan of Sinopec Corp. for the year ended 31 December 2020.
5.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2021.
6.To consider and approve the appointment of KPMG Huazhen (Special General Partnership) and KPMG as the external auditors of Sinopec Corp. for the year 2021, and to authorise the Board to determine their remunerations.
7.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s):
8.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.:
9.To consider and approve the service contracts for the directors of the eighth session of the Board and the supervisors of the Board of Supervisors of Sinopec Corp. (including the salary terms).
10.1To elect the directors of the Board (not including independent non-executive directors):
10.2To elect Mr. Zhang Yuzhuo as a non-executive director of the eighth session of the Board of the Company.
10.3To elect Mr. Ma Yongsheng as an executive director of the eighth session of the Board of the Company.
10.4To elect Mr. Zhao Dong as a non-executive director of the eighth session of the Board of the Company.
10.5To elect Mr. Yu Baocai as an executive director of the eighth session of the Board of the Company.
10.6To elect Mr. Liu Hongbin as an executive director of the eighth session of the Board of the Company.
10.7To elect Mr. Ling Yiqun as an executive director of the eighth session of the Board of the Company.
10.8To elect Mr. Li Yonglin as an executive director of the eighth session of the Board of the Company.
11.1To elect the independent non-executive directors of the Board:
11.2To elect Mr. Cai Hongbin as an independent non-executive director of the eighth session of the Board of the Company.
11.3To elect Mr. Ng, Kar Ling Johnny as an independent non-executive director of the eighth session of the Board of the Company.
11.4To elect Ms. Shi Dan as an independent non-executive director of the eighth session of the Board of the Company.
11.5To elect Mr. Bi Mingjian as an independent non-executive director of the eighth session of the Board of the Company.
12.1To elect the supervisors (not including the employee representative supervisors):
12.2To elect Mr. Zhang Shaofeng as an external supervisor of the eighth session of the board of supervisors of the Company.
12.3To elect Mr. Jiang Zhenying as an external supervisor of the eighth session of the board of supervisors of the Company.
12.4To elect Mr. Zhang Zhiguo as an external supervisor of the eighth session of the board of supervisors of the Company.
12.5To elect Mr. Yin Zhaolin as an external supervisor of the eighth session of the board of supervisors of the Company.
12.6To elect Mr. Guo Hongjin as an internal supervisor of the eighth session of the board of supervisors of the Company.
|
| 2021-04-29 |
详情>>
业绩披露：
2021年一季报每股收益0.15元,归母净利润185.43亿元,同比去年增长196.86%
|
| 2021-04-20 |
详情>>
业绩披露：
2020年年报每股收益0.27元,归母净利润330.96亿元,同比去年增长-42.46%
|
| 2020-10-30 |
详情>>
业绩披露：
2020年三季报(累计)每股收益0.20元,归母净利润244.59亿元,同比去年增长-44.7%
|
| 2020-09-15 |
股东大会：
将于2020-09-28召开股东大会
会议内容 ▼▲
- 1.To consider and approve the resolution in relation to the disposal of oil and gas pipeline and relevant assets.
2.The special interim dividend distribution plan for 2020.
3.To elect Mr. Zhang Shaofeng as a non-executive director of the seventh session of the board of directors of Sinopec Corp
|
| 2020-09-15 |
股东大会：
将于2020-09-28召开股东大会
会议内容 ▼▲
- 1.To consider and approve the resolution in relation to the disposal of oil and gas pipeline and relevant assets.
2.The special interim dividend distribution plan for 2020.
3.To elect Mr. Zhang Shaofeng as a non-executive director of the seventh session of the board of directors of Sinopec Corp
|
| 2020-09-04 |
详情>>
业绩披露：
2020年中报每股收益-0.18元,归母净利润-217.25亿元,同比去年增长-167.46%
|
| 2020-02-10 |
股东大会：
将于2020-03-25召开股东大会
会议内容 ▼▲
- 1.To elect Mr. Zhang Yuzhuo as a non-executive director of the seventh session of the board of directors of the Company.
|
| 2020-02-10 |
股东大会：
将于2020-03-25召开股东大会
会议内容 ▼▲
- 1.To elect Mr. Zhang Yuzhuo as a non-executive director of the seventh session of the board of directors of the Company.
|
| 2019-08-27 |
除权日：
美东时间 2019-09-06 每股派息1.49美元
|
| 2019-03-28 |
股东大会：
将于2019-05-09召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Board of Directors of Sinopec Corp. (the “Board”) for 2018.
2.To consider and approve the Report of the Board of Supervisors of Sinopec Corp. for 2018.
3.To consider and approve the audited financial reports of Sinopec Corp. for the year ended 31 December 2018 prepared by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.
4.To consider and approve the profit distribution plan of Sinopec Corp. for the year ended 31 December 2018.
5.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2019.
6.To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the external auditors of Sinopec Corp. for the year 2019, and to authorise the Board to determine their remunerations.
7.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s).
8.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.
9.To consider and approve the resolution in relation to the amendments to the Articles of Association and authorise the secretary to the Board to represent Sinopec Corp. in handling the relevant formalities for application, approval, disclosure, registration and filing requirements for such amendments (including textual amendments in accordance with the requirements of the relevant regulatory authorities).
|
| 2019-03-28 |
股东大会：
将于2019-05-09召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Board of Directors of Sinopec Corp. (the “Board”) for 2018.
2.To consider and approve the Report of the Board of Supervisors of Sinopec Corp. for 2018.
3.To consider and approve the audited financial reports of Sinopec Corp. for the year ended 31 December 2018 prepared by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.
4.To consider and approve the profit distribution plan of Sinopec Corp. for the year ended 31 December 2018.
5.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2019.
6.To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the external auditors of Sinopec Corp. for the year 2019, and to authorise the Board to determine their remunerations.
7.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s).
8.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.
9.To consider and approve the resolution in relation to the amendments to the Articles of Association and authorise the secretary to the Board to represent Sinopec Corp. in handling the relevant formalities for application, approval, disclosure, registration and filing requirements for such amendments (including textual amendments in accordance with the requirements of the relevant regulatory authorities).
|
| 2019-03-26 |
除权日：
美东时间 2019-05-31 每股派息3.46美元
|
| 2018-09-08 |
股东大会：
将于2018-10-23召开股东大会
会议内容 ▼▲
- 1.To consider and approve the resolution in relation to the election of Mr. Yu Baocai as a director of the Company.
2.To consider and approve the resolution in relation to Continuing Connected Transactions for the three years ending 31 December 2021 and relevant authorisations, in particular:
(a) the renewal of Continuing Connected Transactions for the three years ending 31 December 2021 (including their respective relevant proposed caps) be and are hereby approved;
(b) the Continuing Connected Transactions Fifth Supplemental Agreement entered into between Sinopec Corp. and China Petrochemical Corporation be and is hereby approved, ratified and confirmed;
(c) Director Mr. Ma Yongsheng, be and is hereby authorised to sign or execute such other documents or supplemental agreements or deeds on behalf of Sinopec Corp. and to take all such actions pursuant to the relevant board resolution(s) as necessary or desirable.
|
| 2018-09-08 |
股东大会：
将于2018-10-23召开股东大会
会议内容 ▼▲
- 1.To consider and approve the resolution in relation to the election of Mr. Yu Baocai as a director of the Company.
2.To consider and approve the resolution in relation to Continuing Connected Transactions for the three years ending 31 December 2021 and relevant authorisations, in particular:
(a) the renewal of Continuing Connected Transactions for the three years ending 31 December 2021 (including their respective relevant proposed caps) be and are hereby approved;
(b) the Continuing Connected Transactions Fifth Supplemental Agreement entered into between Sinopec Corp. and China Petrochemical Corporation be and is hereby approved, ratified and confirmed;
(c) Director Mr. Ma Yongsheng, be and is hereby authorised to sign or execute such other documents or supplemental agreements or deeds on behalf of Sinopec Corp. and to take all such actions pursuant to the relevant board resolution(s) as necessary or desirable.
|
| 2018-08-27 |
除权日：
美东时间 2018-09-05 每股派息2.08美元
|
| 2018-03-28 |
除权日：
美东时间 2018-05-24 每股派息5.64美元
|
| 2018-03-27 |
股东大会：
将于2018-05-15召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Sixth Session of the Board of Directors of Sinopec Corp. (the “Board”) (including the Report of the Board of Directors for 2017).
2.To consider and approve the Report of the Sixth Session of the Board of Supervisors of Sinopec Corp. (including the Report of the Board of Supervisors for 2017).
3.To consider and approve the audited financial reports of Sinopec Corp. for the year ended 31 December 2017 prepared by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.
4.To consider and approve the profit distribution plan for the year ended 31 December 2017.
It is proposed to the shareholders at the Annual General Meeting to consider and approve the distribution of a final dividend of RMB0.40 (tax inclusive) per share held by the shareholders on the relevant record date, combining with the interim dividend of RMB0.10 (tax inclusive) per share which has been declared and distributed by the Company, the annual cash dividend will be RMB0.50 (tax inclusive) per share for the year 2017.
5.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2018.
6.To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the external auditors of Sinopec Corp. for the year 2018, and to authorise the Board to determine their remunerations.
7.To consider and approve service contracts between Sinopec Corp. and directors of the Seventh Session of the Board (including emoluments provisions), and service contracts between Sinopec Corp. and supervisors of the Seventh Session of the Board of Supervisors (including emoluments provisions).
8.To approve the proposed amendments to the articles of association of Sinopec Corp. (“Articles of Association”) and authorise the secretary to the Board, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to such proposed amendments (including cosmetic amendments as requested by the relevant regulatory authorities).
9.To approve the proposed amendments to the rules and procedures for the Board meetings and authorise the secretary to the Board, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to such proposed amendments (including cosmetic amendments as requested by the relevant regulatory authorities).
10.To consider and approve the establishment of the board committee under the Board of Sinopec Corp.
11.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s):
A proposal will be submitted to the AGM for granting a general and unconditional mandate to the Board (or Director(s) authorised by the Board) to determine, within the extent of the amount of bonds that may be issued, the matters relating to the issuance of debt financing instruments, including (but not limited to) determining the actual amount to be issued, interest rate, term, target of issuance and use of proceeds of the relevant debt financing instruments and the preparation, signing and disclosure of all necessary documents. The relevant debt financing instruments include but not limited to RMB or foreign currency denominated debt financing instruments, such as short-term debentures, super-short term debentures, medium term notes, corporate bonds, offshore market RMB bonds and foreign currency bonds, etc.
Subject to authorisation by the AGM, the Board will in turn authorise the Chairman and/or President and/or a Director designated by the Chairman to carry out the above matters of issuance.
From the date of authorisation by the annual general meeting of the Company for 2016 up to 26 March 2018, the Company has not used such authorisation to issue debt financing instrument.
This resolution will expire at the conclusion of the 2018 annual general meeting of Sinopec Corp.
12.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.:
Pursuant to the relevant requirements in Article 95 of the Articles of Association and the Hong Kong Listing Rules, if approval has been granted by way of a special resolution in a general meeting of the Company, the Company may issue domestic shares (A Shares) and offshore listed foreign shares (H Shares) separately or jointly (the “Relevant Issuance”) at a 12-month interval and the number of A Shares and H Shares intended to be issued will not exceed 20% of the outstanding shares in issue for each class of such shares without convening a class general meeting by the Company to seek approval for the Relevant Issuance.
On 28 June 2017, the annual general meeting of the Company for 2016 had approved the granting of a general mandate to the Board (or a director authorised by the Board) of the Company to issue domestic shares and/or offshore listed foreign shares of the Company. From the date of granting of the mandate by the annual general meeting up to 26 March 2018, the Company has not used such mandate to issue shares.
In order to grant discretion to the Board on the flexibility of issuance of new shares, it is proposed to the shareholders at the Annual General Meeting, to grant the general mandate to issue new domestic shares of the Company (“A Shares”) and overseas-listed foreign shares of the Company (“H Shares”) by way of special resolution (“General Mandate”).
(1)To authorise the Board (or the directors authorised by the Board) to allot, issue and deal with shares or securities convertible into such shares, options, warrants or similar rights to subscribe for any A Shares or H Shares in the Company (“Similar Rights”) not exceeding 20% of the existing A Share and H Shares in issue at the time when this resolution is passed at the Annual General Meeting. However, notwithstanding the obtaining of the general mandate by the Board, any issue of A Shares needs shareholders’ approval at a general meeting in accordance with the relevant laws and regulations of the People’s Republic of China (“PRC”).
(2)Subject to paragraphs (3) and (4) and pursuant to the PRC Company Law and the listing rules of the relevant stock exchanges (as amended from time to time), the exercise by the Board (or the directors authorised by the Board) of all the powers of Sinopec Corp. granted by the general and unconditional mandate to allot, issue and deal with A Shares and/or H Shares or Similar Rights and to determine the terms and conditions for the allotment and issuance of new shares or Similar Rights including the following terms:
(a)class and number of new shares to be issued;
(b)price determination method of new shares and/or issue price (including price range);
(c)the starting and closing dates for the issue;
(d)class and number of the new shares to be issued to existing shareholders;
(e)the making or granting of offers, agreements, options , convertible rights or Similar Rights which might require the exercise of such powers.
(3)The aggregate nominal amount of new A Shares and H Shares allotted, issued and dealt with or agreed conditionally or unconditionally to be allotted, issued and dealt with (whether pursuant to an option or otherwise) by the Board (or the directors authorised by the Board) pursuant to the approval in paragraph (2), otherwise than pursuant to issue of shares by conversion of the surplus reserve into share capital in accordance with the PRC Company Law and the Articles of Association, shall not exceed 20% of each class of the existing A Shares and H Shares in issue at the time when this resolution is passed at the Annual General Meeting.
(4)In exercising the powers granted in paragraph (2), the Board (or the directors authorised by the Board) must (i) comply with the PRC Company Law and the relevant regulatory stipulations (as amended from time to time) of the places where Sinopec Corp. is listed; and (ii) obtain approval from China Securities Regulatory Commission and other relevant PRC government departments.
(5)The Board (or the directors authorised by the Board), subject to the approval of the relevant authorities of the PRC and in accordance with the PRC Company Law, be and is hereby authorised to increase the registered capital of Sinopec Corp. to the required amount upon the exercise of the powers pursuant to paragraph (2) above.
(6)To authorise the Board (or the directors authorised by the Board) to sign the necessary documents, complete the necessary formalities and take other necessary steps to complete the allotment and issue and listing of new shares, provided the same do not violate the relevant laws, administrative regulations, listing rules of the relevant stock exchanges and the Articles of Association.
(7)Subject to the approval of the relevant PRC authorities, the Board (or the directors authorised by the Board) is hereby authorised to make appropriate and necessary amendments to the Articles of Association after completion of the allotment and issuance of new shares according to the method, type and number of the allotment and issue of new shares by Sinopec Corp. and the actual situation of the shareholding structure of Sinopec Corp. at the time of completion of the allotment and issue of new shares in order to reflect the alteration of the share capital structure and registered capital of Sinopec Corp. pursuant to the exercise of this General Mandate.
(8)The above general mandate will be granted from the date of passing this special resolution at the AGM and will expire on the earliest among (“Relevant Period”):
(i)the conclusion of the next annual general meeting of Sinopec Corp.;
(ii)twelve months from the date of passing this resolution at the AGM;
(iii)the revocation or variation of the General Mandate granted under this resolution by special resolution of the shareholders in a general meeting.
except where the Board has resolved to make or grant of offers, agreements, options, convertible rights or other Similar Rights during the Relevant Period and such offers, agreements, options, convertible rights or other Similar Rights are to be continued or implemented after the Relevant Period.
13.To elect the directors of the Board (not including independent non-executive directors).
13.1Dai Houliang
13.2Li Yunpeng
13.3Jiao Fangzheng
13.4Ma Yongsheng
13.5Ling Yiqun
13.6Liu Zhongyun
13.7Li Yong
14.To elect the independent non-executive directors of the Board.
14.1Tang Min
14.2Fan Gang
14.3Cai Hongbin
14.4Ng, Kar Ling Johnny
15.To elect the supervisors (not including empolyee representive supervisors of the Company)
15.1Zhao Dong
15.2Jiang Zhenying
15.3Yang Changjiang
15.4Zhang Baolong
15.5Zou Huiping
|
| 2018-03-27 |
股东大会：
将于2018-05-15召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Sixth Session of the Board of Directors of Sinopec Corp. (the “Board”) (including the Report of the Board of Directors for 2017).
2.To consider and approve the Report of the Sixth Session of the Board of Supervisors of Sinopec Corp. (including the Report of the Board of Supervisors for 2017).
3.To consider and approve the audited financial reports of Sinopec Corp. for the year ended 31 December 2017 prepared by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.
4.To consider and approve the profit distribution plan for the year ended 31 December 2017.
It is proposed to the shareholders at the Annual General Meeting to consider and approve the distribution of a final dividend of RMB0.40 (tax inclusive) per share held by the shareholders on the relevant record date, combining with the interim dividend of RMB0.10 (tax inclusive) per share which has been declared and distributed by the Company, the annual cash dividend will be RMB0.50 (tax inclusive) per share for the year 2017.
5.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2018.
6.To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the external auditors of Sinopec Corp. for the year 2018, and to authorise the Board to determine their remunerations.
7.To consider and approve service contracts between Sinopec Corp. and directors of the Seventh Session of the Board (including emoluments provisions), and service contracts between Sinopec Corp. and supervisors of the Seventh Session of the Board of Supervisors (including emoluments provisions).
8.To approve the proposed amendments to the articles of association of Sinopec Corp. (“Articles of Association”) and authorise the secretary to the Board, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to such proposed amendments (including cosmetic amendments as requested by the relevant regulatory authorities).
9.To approve the proposed amendments to the rules and procedures for the Board meetings and authorise the secretary to the Board, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to such proposed amendments (including cosmetic amendments as requested by the relevant regulatory authorities).
10.To consider and approve the establishment of the board committee under the Board of Sinopec Corp.
11.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s):
A proposal will be submitted to the AGM for granting a general and unconditional mandate to the Board (or Director(s) authorised by the Board) to determine, within the extent of the amount of bonds that may be issued, the matters relating to the issuance of debt financing instruments, including (but not limited to) determining the actual amount to be issued, interest rate, term, target of issuance and use of proceeds of the relevant debt financing instruments and the preparation, signing and disclosure of all necessary documents. The relevant debt financing instruments include but not limited to RMB or foreign currency denominated debt financing instruments, such as short-term debentures, super-short term debentures, medium term notes, corporate bonds, offshore market RMB bonds and foreign currency bonds, etc.
Subject to authorisation by the AGM, the Board will in turn authorise the Chairman and/or President and/or a Director designated by the Chairman to carry out the above matters of issuance.
From the date of authorisation by the annual general meeting of the Company for 2016 up to 26 March 2018, the Company has not used such authorisation to issue debt financing instrument.
This resolution will expire at the conclusion of the 2018 annual general meeting of Sinopec Corp.
12.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.:
Pursuant to the relevant requirements in Article 95 of the Articles of Association and the Hong Kong Listing Rules, if approval has been granted by way of a special resolution in a general meeting of the Company, the Company may issue domestic shares (A Shares) and offshore listed foreign shares (H Shares) separately or jointly (the “Relevant Issuance”) at a 12-month interval and the number of A Shares and H Shares intended to be issued will not exceed 20% of the outstanding shares in issue for each class of such shares without convening a class general meeting by the Company to seek approval for the Relevant Issuance.
On 28 June 2017, the annual general meeting of the Company for 2016 had approved the granting of a general mandate to the Board (or a director authorised by the Board) of the Company to issue domestic shares and/or offshore listed foreign shares of the Company. From the date of granting of the mandate by the annual general meeting up to 26 March 2018, the Company has not used such mandate to issue shares.
In order to grant discretion to the Board on the flexibility of issuance of new shares, it is proposed to the shareholders at the Annual General Meeting, to grant the general mandate to issue new domestic shares of the Company (“A Shares”) and overseas-listed foreign shares of the Company (“H Shares”) by way of special resolution (“General Mandate”).
(1)To authorise the Board (or the directors authorised by the Board) to allot, issue and deal with shares or securities convertible into such shares, options, warrants or similar rights to subscribe for any A Shares or H Shares in the Company (“Similar Rights”) not exceeding 20% of the existing A Share and H Shares in issue at the time when this resolution is passed at the Annual General Meeting. However, notwithstanding the obtaining of the general mandate by the Board, any issue of A Shares needs shareholders’ approval at a general meeting in accordance with the relevant laws and regulations of the People’s Republic of China (“PRC”).
(2)Subject to paragraphs (3) and (4) and pursuant to the PRC Company Law and the listing rules of the relevant stock exchanges (as amended from time to time), the exercise by the Board (or the directors authorised by the Board) of all the powers of Sinopec Corp. granted by the general and unconditional mandate to allot, issue and deal with A Shares and/or H Shares or Similar Rights and to determine the terms and conditions for the allotment and issuance of new shares or Similar Rights including the following terms:
(a)class and number of new shares to be issued;
(b)price determination method of new shares and/or issue price (including price range);
(c)the starting and closing dates for the issue;
(d)class and number of the new shares to be issued to existing shareholders;
(e)the making or granting of offers, agreements, options , convertible rights or Similar Rights which might require the exercise of such powers.
(3)The aggregate nominal amount of new A Shares and H Shares allotted, issued and dealt with or agreed conditionally or unconditionally to be allotted, issued and dealt with (whether pursuant to an option or otherwise) by the Board (or the directors authorised by the Board) pursuant to the approval in paragraph (2), otherwise than pursuant to issue of shares by conversion of the surplus reserve into share capital in accordance with the PRC Company Law and the Articles of Association, shall not exceed 20% of each class of the existing A Shares and H Shares in issue at the time when this resolution is passed at the Annual General Meeting.
(4)In exercising the powers granted in paragraph (2), the Board (or the directors authorised by the Board) must (i) comply with the PRC Company Law and the relevant regulatory stipulations (as amended from time to time) of the places where Sinopec Corp. is listed; and (ii) obtain approval from China Securities Regulatory Commission and other relevant PRC government departments.
(5)The Board (or the directors authorised by the Board), subject to the approval of the relevant authorities of the PRC and in accordance with the PRC Company Law, be and is hereby authorised to increase the registered capital of Sinopec Corp. to the required amount upon the exercise of the powers pursuant to paragraph (2) above.
(6)To authorise the Board (or the directors authorised by the Board) to sign the necessary documents, complete the necessary formalities and take other necessary steps to complete the allotment and issue and listing of new shares, provided the same do not violate the relevant laws, administrative regulations, listing rules of the relevant stock exchanges and the Articles of Association.
(7)Subject to the approval of the relevant PRC authorities, the Board (or the directors authorised by the Board) is hereby authorised to make appropriate and necessary amendments to the Articles of Association after completion of the allotment and issuance of new shares according to the method, type and number of the allotment and issue of new shares by Sinopec Corp. and the actual situation of the shareholding structure of Sinopec Corp. at the time of completion of the allotment and issue of new shares in order to reflect the alteration of the share capital structure and registered capital of Sinopec Corp. pursuant to the exercise of this General Mandate.
(8)The above general mandate will be granted from the date of passing this special resolution at the AGM and will expire on the earliest among (“Relevant Period”):
(i)the conclusion of the next annual general meeting of Sinopec Corp.;
(ii)twelve months from the date of passing this resolution at the AGM;
(iii)the revocation or variation of the General Mandate granted under this resolution by special resolution of the shareholders in a general meeting.
except where the Board has resolved to make or grant of offers, agreements, options, convertible rights or other Similar Rights during the Relevant Period and such offers, agreements, options, convertible rights or other Similar Rights are to be continued or implemented after the Relevant Period.
13.To elect the directors of the Board (not including independent non-executive directors).
13.1Dai Houliang
13.2Li Yunpeng
13.3Jiao Fangzheng
13.4Ma Yongsheng
13.5Ling Yiqun
13.6Liu Zhongyun
13.7Li Yong
14.To elect the independent non-executive directors of the Board.
14.1Tang Min
14.2Fan Gang
14.3Cai Hongbin
14.4Ng, Kar Ling Johnny
15.To elect the supervisors (not including empolyee representive supervisors of the Company)
15.1Zhao Dong
15.2Jiang Zhenying
15.3Yang Changjiang
15.4Zhang Baolong
15.5Zou Huiping
|
| 2017-08-29 |
除权日：
美东时间 2017-09-18 每股派息1.33美元
|
| 2017-06-30 |
股东大会：
将于2017-06-28召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Board of Sinopec Corp. for 2016.
2.To consider and approve the Report of the Board of Supervisors of Sinopec Corp. for 2016.
3.To consider and approve the financial reports of Sinopec Corp. for 2016 as audited by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.
4.To consider and approve the profit distribution plan of Sinopec Corp. for 2016.
5.To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as external auditors of Sinopec Corp. for 2017, and to authorise the Board to determine their remunerations.
6.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for 2017.
7.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s).
8.To grant to the Board a general mandate to issue new domestic shares and/or overseas listed foreign shares of Sinopec Corp.
9.To consider and approve the election of Mr. Li Yunpeng as a non-executive director of the Sixth Session of the Board of Sinopec Corp.
10.To consider and approve the election of Mr. Zhao Dong as a non-employee representative supervisor of the Sixth Session of the Board of Supervisors of Sinopec Corp.
11.To consider and approve the amendments to the Articles of Association and the Rules of Procedures of the Board Meetings of Sinopec Corp.
12.To consider and approve the plan of Overseas Listing of Sinopec Marketing Co., Ltd.
13.To consider and approve the compliance of Overseas Listing of Sinopec Marketing Co., Ltd. with the Circular on Issues in Relation to Regulating Overseas Listing of Subsidiaries of Domestic-Listed Companies.
14.To consider and approve the undertaking of the Company to maintain its independent listing status.
15.To consider and approve the description of sustainable profitability and prospects of the Company.
16.To consider and approve the authorisation to the Board and its authorised persons to deal with Overseas Listing matters of Sinopec Marketing Co., Ltd.
17.To consider and approve the provision of Assured Entitlement to H shareholders of the Company only for Overseas Listing of Sinopec Marketing Co., Ltd.
|
| 2017-06-30 |
股东大会：
将于2017-06-28召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Board of Sinopec Corp. for 2016.
2.To consider and approve the Report of the Board of Supervisors of Sinopec Corp. for 2016.
3.To consider and approve the financial reports of Sinopec Corp. for 2016 as audited by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.
4.To consider and approve the profit distribution plan of Sinopec Corp. for 2016.
5.To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as external auditors of Sinopec Corp. for 2017, and to authorise the Board to determine their remunerations.
6.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for 2017.
7.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s).
8.To grant to the Board a general mandate to issue new domestic shares and/or overseas listed foreign shares of Sinopec Corp.
9.To consider and approve the election of Mr. Li Yunpeng as a non-executive director of the Sixth Session of the Board of Sinopec Corp.
10.To consider and approve the election of Mr. Zhao Dong as a non-employee representative supervisor of the Sixth Session of the Board of Supervisors of Sinopec Corp.
11.To consider and approve the amendments to the Articles of Association and the Rules of Procedures of the Board Meetings of Sinopec Corp.
12.To consider and approve the plan of Overseas Listing of Sinopec Marketing Co., Ltd.
13.To consider and approve the compliance of Overseas Listing of Sinopec Marketing Co., Ltd. with the Circular on Issues in Relation to Regulating Overseas Listing of Subsidiaries of Domestic-Listed Companies.
14.To consider and approve the undertaking of the Company to maintain its independent listing status.
15.To consider and approve the description of sustainable profitability and prospects of the Company.
16.To consider and approve the authorisation to the Board and its authorised persons to deal with Overseas Listing matters of Sinopec Marketing Co., Ltd.
17.To consider and approve the provision of Assured Entitlement to H shareholders of the Company only for Overseas Listing of Sinopec Marketing Co., Ltd.
|
| 2017-03-30 |
除权日：
美东时间 2017-07-14 每股派息2.22美元
|
| 2016-08-30 |
除权日：
美东时间 2016-09-08 每股派息1.05美元
|
| 2016-04-01 |
股东大会：
将于2016-05-18召开股东大会
会议内容 ▼▲
- 1. To consider and approve the Report of the Board of Directors of Sinopec Corp. (the “Board”) for the year 2015.
2. To consider and approve the Report of the Board of Supervisors of Sinopec Corp. for the year 2015.
3. To consider and approve the audited financial reports and audited consolidated financial reports of Sinopec Corp. for the year ended 31 December 2015.
4. To consider and approve the profit distribution plan for the year ended 31 December 2015.
It is proposed to the shareholders at the Annual General Meeting to consider and approve the distribution of a final dividend of RMB0.06 (tax inclusive) per share held by the shareholders on the relevant record date, combining with the interim dividend of RMB0.09 (tax inclusive) per share which has been declared and distributed by the Company, the annual cash dividend will be RMB0.15 (tax inclusive) per share for the year 2015.
5. To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the domestic and overseas external auditors of Sinopec Corp. for the year 2016, respectively, and to authorise the Board to determine their remunerations.
6. To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2016.
7. To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s):
A proposal will be submitted to the AGM for granting a general and unconditional mandate to the Board (or Director(s) authorised by the Board) to determine, within the extent of the amount of bonds that may be issued, the matters relating to the issuance of debt financing instruments, including (but not limited to) determining the actual amount to be issued, interest rate, term, target of issuance and use of proceeds of the relevant debt financing instruments and the preparation, signing and disclosure of all necessary documents. The relevant debt financing instruments include but not limited to short-term debentures, super-short term debentures, medium term notes, corporate bonds, offshore market RMB bonds and foreign currency bonds, etc.
Subject to authorisation by the AGM, the Board will in turn authorise the Chairman and/or President and/or a Director designated by the Chairman to carry out the above matters of issuance.
The validity of this proposal will expire at the conclusion of the next annual general meeting of Sinopec Corp.
8. To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.:
Pursuant to the relevant requirements in Article 94 of the Articles of Association of Sinopec Corp. (the “Articles of Association”) and the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (“Hong Kong Listing Rules”), if approval has been granted by way of a special resolution in a general meeting of the Company, the Company may issue domestic shares (A Shares) and overseas-listed foreign shares (H Shares) separately or jointly (the “Relevant Issuance”) at a 12-month interval and the number of A Shares and H Shares intended to be issued will not exceed 20% of the outstanding shares in issue for each class of such shares without convening a class general meeting by the Company to seek approval for the Relevant Issuance.
On 12 May 2015, the annual general meeting of the Company for 2014 had approved the granting of a general mandate to the Board (or a Director authorised by the Board) of the Company to issue domestic shares and/or overseas-listed foreign shares of the Company. From the date of granting of the mandate at the annual general meeting, the Company has not used such mandate to issue shares.
In order to grant discretion to the Board on the flexibility of issuance of new shares, it is proposed to the shareholders at the Annual General Meeting, to grant the general mandate to issue new domestic shares of the Company (“A Shares”) and/or overseas-listed foreign shares of the Company (“H Shares”) by way of special resolution (“General Mandate”).
(1) To authorise the Board (or the directors authorised by the Board) to allot, issue and deal with shares or securities convertible into such shares, options, warrants or similar rights to subscribe for any A Shares or H Shares in the Company (“Similar Rights”) not exceeding 20% of each class of the existing A Share and H Shares in issue at the time when this resolution is passed at the Annual General Meeting. However, notwithstanding the obtaining of the general mandate by the Board, any issue of A Shares needs shareholders’ approval at a general meeting in accordance with the relevant laws and regulations of the People’s Republic of China (“PRC”).
(2) Subject to paragraphs (3) and (4) and pursuant to the PRC Company Law and the listing rules of the relevant stock exchanges (as amended from time to time), the exercise by the Board (or the directors authorised by the Board) of all the powers of Sinopec Corp. granted by the general and unconditional mandate to allot, issue and deal with A Shares and/or H Shares or Similar Rights and to determine the terms and conditions for the allotment and issuance of new shares or Similar Rights including the following terms:
(a) class and number of new shares to be issued;
(b) price determination method of new shares and/or issue price (including price range);
(c) the starting and closing dates for the issue;
(d) class and number of the new shares to be issued to existing shareholders;
(e) the making or granting of offers, agreements, options , convertible rights or Similar Rights which might require the exercise of such powers.
(3) The aggregate amount of new A Shares and H Shares allotted, issued and dealt with conditionally or unconditionally (whether pursuant to an option or otherwise) by the Board (or the directors authorised by the Board) pursuant to the approval in paragraph (2), otherwise than issuance of shares by conversion of the common reserves fund into share capital in accordance with the PRC Company Law and the Articles of Association, shall not exceed 20% of each class of the existing A Shares and H Shares in issue at the time when this resolution is passed at the Annual General Meeting.
(4) In exercising the powers granted in paragraph (2), the Board (or the directors authorised by the Board) must (i) comply with the PRC Company Law and the relevant regulatory stipulations (as amended from time to time) of the places where Sinopec Corp. is listed;
(ii) obtain approval from China Securities Regulatory Commission and other relevant PRC government departments.
(5) The Board (or the directors authorised by the Board), subject to the approval of the relevant authorities of the PRC and in accordance with the PRC Company Law, be and is hereby authorised to increase the registered capital of Sinopec Corp. to the required amount upon the exercise of the powers pursuant to paragraph (2) above.
(6) To authorise the Board (or the directors authorised by the Board) to sign the necessary documents, complete the necessary formalities and take other necessary steps to exercise the power pursuant to paragraph (2) above to complete the allotment and issue and listing of new shares, provided the same do not violate the relevant laws, administrative regulations, listing rules of the relevant stock exchanges and the Articles of Association.
(7) Subject to the approval of the relevant PRC authorities, the Board (or the directors authorised by the Board) is hereby authorised to make appropriate and necessary amendments to the Articles of Association after completion of the allotment and issuance of new shares according to the method, type and number of the allotment and issuance of new shares by Sinopec Corp. and the actual situation of the shareholding structure of Sinopec Corp. at the time of completion of the allotment and issuance of new shares in order to reflect the alteration of the share capital structure and registered capital of Sinopec Corp. pursuant to the exercise of this General Mandate.
(8) The above General Mandate will be granted from the date of passing this special resolution at the AGM and will expire on the earliest among (“Relevant Period”):
(i) the conclusion of the next annual general meeting of Sinopec Corp.;
(ii) twelve months from the date of passing this resolution at the AGM;
(iii) the revocation or variation of the General Mandate granted under this resolution by special resolution of the shareholders in a general meeting.
except where the Board has resolved to make or grant of offers, agreements, options, convertible rights or other Similar Rights during the Relevant Period and such offers, agreements, options, convertible rights or other Similar Rights are to be continued or implemented after the Relevant Period.
|
| 2016-04-01 |
股东大会：
将于2016-05-18召开股东大会
会议内容 ▼▲
- 1. To consider and approve the Report of the Board of Directors of Sinopec Corp. (the “Board”) for the year 2015.
2. To consider and approve the Report of the Board of Supervisors of Sinopec Corp. for the year 2015.
3. To consider and approve the audited financial reports and audited consolidated financial reports of Sinopec Corp. for the year ended 31 December 2015.
4. To consider and approve the profit distribution plan for the year ended 31 December 2015.
It is proposed to the shareholders at the Annual General Meeting to consider and approve the distribution of a final dividend of RMB0.06 (tax inclusive) per share held by the shareholders on the relevant record date, combining with the interim dividend of RMB0.09 (tax inclusive) per share which has been declared and distributed by the Company, the annual cash dividend will be RMB0.15 (tax inclusive) per share for the year 2015.
5. To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the domestic and overseas external auditors of Sinopec Corp. for the year 2016, respectively, and to authorise the Board to determine their remunerations.
6. To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2016.
7. To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s):
A proposal will be submitted to the AGM for granting a general and unconditional mandate to the Board (or Director(s) authorised by the Board) to determine, within the extent of the amount of bonds that may be issued, the matters relating to the issuance of debt financing instruments, including (but not limited to) determining the actual amount to be issued, interest rate, term, target of issuance and use of proceeds of the relevant debt financing instruments and the preparation, signing and disclosure of all necessary documents. The relevant debt financing instruments include but not limited to short-term debentures, super-short term debentures, medium term notes, corporate bonds, offshore market RMB bonds and foreign currency bonds, etc.
Subject to authorisation by the AGM, the Board will in turn authorise the Chairman and/or President and/or a Director designated by the Chairman to carry out the above matters of issuance.
The validity of this proposal will expire at the conclusion of the next annual general meeting of Sinopec Corp.
8. To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.:
Pursuant to the relevant requirements in Article 94 of the Articles of Association of Sinopec Corp. (the “Articles of Association”) and the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (“Hong Kong Listing Rules”), if approval has been granted by way of a special resolution in a general meeting of the Company, the Company may issue domestic shares (A Shares) and overseas-listed foreign shares (H Shares) separately or jointly (the “Relevant Issuance”) at a 12-month interval and the number of A Shares and H Shares intended to be issued will not exceed 20% of the outstanding shares in issue for each class of such shares without convening a class general meeting by the Company to seek approval for the Relevant Issuance.
On 12 May 2015, the annual general meeting of the Company for 2014 had approved the granting of a general mandate to the Board (or a Director authorised by the Board) of the Company to issue domestic shares and/or overseas-listed foreign shares of the Company. From the date of granting of the mandate at the annual general meeting, the Company has not used such mandate to issue shares.
In order to grant discretion to the Board on the flexibility of issuance of new shares, it is proposed to the shareholders at the Annual General Meeting, to grant the general mandate to issue new domestic shares of the Company (“A Shares”) and/or overseas-listed foreign shares of the Company (“H Shares”) by way of special resolution (“General Mandate”).
(1) To authorise the Board (or the directors authorised by the Board) to allot, issue and deal with shares or securities convertible into such shares, options, warrants or similar rights to subscribe for any A Shares or H Shares in the Company (“Similar Rights”) not exceeding 20% of each class of the existing A Share and H Shares in issue at the time when this resolution is passed at the Annual General Meeting. However, notwithstanding the obtaining of the general mandate by the Board, any issue of A Shares needs shareholders’ approval at a general meeting in accordance with the relevant laws and regulations of the People’s Republic of China (“PRC”).
(2) Subject to paragraphs (3) and (4) and pursuant to the PRC Company Law and the listing rules of the relevant stock exchanges (as amended from time to time), the exercise by the Board (or the directors authorised by the Board) of all the powers of Sinopec Corp. granted by the general and unconditional mandate to allot, issue and deal with A Shares and/or H Shares or Similar Rights and to determine the terms and conditions for the allotment and issuance of new shares or Similar Rights including the following terms:
(a) class and number of new shares to be issued;
(b) price determination method of new shares and/or issue price (including price range);
(c) the starting and closing dates for the issue;
(d) class and number of the new shares to be issued to existing shareholders;
(e) the making or granting of offers, agreements, options , convertible rights or Similar Rights which might require the exercise of such powers.
(3) The aggregate amount of new A Shares and H Shares allotted, issued and dealt with conditionally or unconditionally (whether pursuant to an option or otherwise) by the Board (or the directors authorised by the Board) pursuant to the approval in paragraph (2), otherwise than issuance of shares by conversion of the common reserves fund into share capital in accordance with the PRC Company Law and the Articles of Association, shall not exceed 20% of each class of the existing A Shares and H Shares in issue at the time when this resolution is passed at the Annual General Meeting.
(4) In exercising the powers granted in paragraph (2), the Board (or the directors authorised by the Board) must (i) comply with the PRC Company Law and the relevant regulatory stipulations (as amended from time to time) of the places where Sinopec Corp. is listed;
(ii) obtain approval from China Securities Regulatory Commission and other relevant PRC government departments.
(5) The Board (or the directors authorised by the Board), subject to the approval of the relevant authorities of the PRC and in accordance with the PRC Company Law, be and is hereby authorised to increase the registered capital of Sinopec Corp. to the required amount upon the exercise of the powers pursuant to paragraph (2) above.
(6) To authorise the Board (or the directors authorised by the Board) to sign the necessary documents, complete the necessary formalities and take other necessary steps to exercise the power pursuant to paragraph (2) above to complete the allotment and issue and listing of new shares, provided the same do not violate the relevant laws, administrative regulations, listing rules of the relevant stock exchanges and the Articles of Association.
(7) Subject to the approval of the relevant PRC authorities, the Board (or the directors authorised by the Board) is hereby authorised to make appropriate and necessary amendments to the Articles of Association after completion of the allotment and issuance of new shares according to the method, type and number of the allotment and issuance of new shares by Sinopec Corp. and the actual situation of the shareholding structure of Sinopec Corp. at the time of completion of the allotment and issuance of new shares in order to reflect the alteration of the share capital structure and registered capital of Sinopec Corp. pursuant to the exercise of this General Mandate.
(8) The above General Mandate will be granted from the date of passing this special resolution at the AGM and will expire on the earliest among (“Relevant Period”):
(i) the conclusion of the next annual general meeting of Sinopec Corp.;
(ii) twelve months from the date of passing this resolution at the AGM;
(iii) the revocation or variation of the General Mandate granted under this resolution by special resolution of the shareholders in a general meeting.
except where the Board has resolved to make or grant of offers, agreements, options, convertible rights or other Similar Rights during the Relevant Period and such offers, agreements, options, convertible rights or other Similar Rights are to be continued or implemented after the Relevant Period.
|
| 2016-03-30 |
除权日：
美东时间 2016-06-14 每股派息0.81美元
|
| 2016-01-11 |
股东大会：
将于2016-02-25召开股东大会
会议内容 ▼▲
- 1.To elect Mr. Ma Yongsheng as the executive director of the Sixth Session of the board of directors of the Company;
2.To consider and approve the provision of completion guarantee for Zhongtian Hechuang Energy Co., Ltd. in relation to its project financing.
|
| 2016-01-11 |
股东大会：
将于2016-02-25召开股东大会
会议内容 ▼▲
- 1.To elect Mr. Ma Yongsheng as the executive director of the Sixth Session of the board of directors of the Company;
2.To consider and approve the provision of completion guarantee for Zhongtian Hechuang Energy Co., Ltd. in relation to its project financing.
|
| 2015-10-27 |
股东大会：
将于2015-10-23召开股东大会
|
| 2015-10-27 |
股东大会：
将于2015-10-23召开股东大会
|
| 2015-03-24 |
股东大会：
将于2015-05-12召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Fifth Session of the Board of Directors of Sinopec Corp. (the “Board”) (including the Report of the Board of Directors for 2014).
2.To consider and approve the Report of the Fifth Session of the Supervisory Committee of Sinopec Corp. (including the Report of the Supervisory Committee for 2014).
3.To consider and approve the audited financial reports and audited consolidated financial reports of Sinopec Corp. for the year ended 31 December 2014.
4.To consider and approve the profit distribution plan for the year ended 31 December 2014.
It is proposed to the shareholders at the Annual General Meeting to consider and approve the distribution of a final dividend of RMB0.11 (tax inclusive) per share held by the shareholders on the relevant record date, combining with the interim dividend of RMB0.09 (tax inclusive) per share which has been declared and distributed by the Company, the annual cash dividend will be RMB0.20 (tax inclusive) per share for the year 2014.
5.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2015.
6.To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the external auditors of Sinopec Corp. for the year 2015, and to authorise the Board to determine their remunerations.
7.To consider and approve service contracts between Sinopec Corp. and directors of the Sixth Session of the Board (including emoluments provisions), and service contracts between Sinopec Corp. and supervisors of the Sixth Session of the Supevisory Committee (including emoluments provisions).
8.To authorise the secretary to the Board to, on behalf of Sinopec Corp., deal with all procedural requirements in relation to the election of directors of Sinopec Corp. such as applications, approval, registrations and filings.
9.To approve the proposed amendments to the articles of association of Sinopec Corp. (“Articles of Association”) and the rules and procedures for the supervisors’ meetings and authorise the secretary to the Board, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to such proposed amendments (including cosmetic amendments as requested by the relevant regulatory authorities).
10.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s):
A proposal will be submitted to the AGM for granting a general and unconditional mandate to the Board (or Director(s) authorised by the Board) to determine, within the extent of the amount of bonds that may be issued, the matters relating to the issuance of debt financing instruments, including (but not limited to) determining the actual amount to be issued, interest rate, term, target of issuance and use of proceeds of the relevant debt financing instruments and the preparation, signing and disclosure of all necessary documents. The relevant debt financing instruments include but not limited to RMB or foreign currency denominated debt financing instruments, such as short-term debentures, super-short term debentures, medium term notes, corporate bonds, offshore market RMB bonds and foreign currency bonds, etc.
11.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.:
Pursuant to the relevant requirements in Article 94 of the Articles of Association of Sinopec Corp. and the Hong Kong Listing Rules, if approval has been granted by way of a special resolution in a general meeting of the Company, the Company may issue domestic shares (A Shares) and offshore listed foreign shares (H Shares) separately or jointly (the “Relevant Issuance”) at a 12-month interval and the number of A Shares and H Shares intended to be issued will not exceed 20% of the outstanding shares in issue for each class of such shares without convening a class general meeting by the Company to seek approval for the Relevant Issuance.
On 9 May 2014, the AGM of the Company for 2013 had approved the granting of a general mandate to the Board (or a Director authorized by the Board) of the Company to issue domestic shares and/or offshore listed foreign shares of the Company. From the date of granting of the mandate by the AGM up to 20 March 2015, the Company has not used such mandate to issue shares.
In order to grant discretion to the Board on the flexibility of issuance of new shares, it is proposed to the shareholders at the Annual General Meeting, to grant the general mandate to issue new domestic shares of the Company (“A Shares”) and overseas-listed foreign shares of the Company (“H Shares”) by way of special resolution (“General Mandate”).
(1)To authorise the Board (or the directors authorised by the Board) to allot, issue and deal with shares or securities convertible into such shares, options, warrants or similar rights to subscribe for any A Shares or H Shares in the Company (“Similar Rights”) not exceeding 20% of the existing A Share and H Shares in issue at the time when this resolution is passed at the Annual General Meeting. However, notwithstanding the obtaining of the general mandate by the Board, any issue of A Shares needs shareholders’ approval at a general meeting in accordance with the relevant laws and regulations of the People’s Republic of China (“PRC”).
(2)Subject to paragraphs (3) and (4) and pursuant to the PRC Company Law and the listing rules of the relevant stock exchanges (as amended from time to time), the exercise by the Board (or the directors authorised by the Board) of all the powers of Sinopec Corp. granted by the general and unconditional mandate to allot, issue and deal with A Shares and/or H Shares or Similar Rights and to determine the terms and conditions for the allotment and issuance of new shares or Similar Rights including the following terms:
(a)class and number of new shares to be issued;
(b)price determination method of new shares and/or issue price (including price range);
(c)the starting and closing dates for the issue;
(d)class and number of the new shares to be issued to existing shareholders; and/or
(e)the making or granting of offers, agreements, options , convertible rights or Similar Rights which might require the exercise of such powers.
(3)The aggregate nominal amount of new A Shares and H Shares allotted, issued and dealt with or agreed conditionally or unconditionally to be allotted, issued and dealt with (whether pursuant to an option or otherwise) by the Board (or the directors authorised by the Board) pursuant to the approval in paragraph (2), otherwise than pursuant to issue of shares by conversion of the surplus reserve into share capital in accordance with the PRC Company Law and the Articles of Association, shall not exceed 20% of each class of the existing A Shares and H Shares in issue at the time when this resolution is passed at the Annual General Meeting.
(4)In exercising the powers granted in paragraph (2), the Board (or the directors authorised by the Board) must (i) comply with the PRC Company Law and the relevant regulatory stipulations (as amended from time to time) of the places where Sinopec Corp. is listed; and (ii) obtain approval from China Securities Regulatory Commission and other relevant PRC government departments.
(5)The Board (or the directors authorised by the Board), subject to the approval of the relevant authorities of the PRC and in accordance with the PRC Company Law, be and is hereby authorised to increase the registered capital of Sinopec Corp. to the required amount upon the exercise of the powers pursuant to paragraph (2) above.
(6)To authorise the Board (or the directors authorised by the Board) to sign the necessary documents, complete the necessary formalities and take other necessary steps to complete the allotment and issue and listing of new shares, provided the same do not violate the relevant laws, administrative regulations, listing rules of the relevant stock exchanges and the Articles of Association.
(7)Subject to the approval of the relevant PRC authorities, the Board (or the directors authorised by the Board) is hereby authorised to make appropriate and necessary amendments to the Articles of Association after completion of the allotment and issuance of new shares according to the method, type and number of the allotment and issue of new shares by Sinopec Corp. and the actual situation of the shareholding structure of Sinopec Corp. at the time of completion of the allotment and issue of new shares in order to reflect the alteration of the share capital structure and registered capital of Sinopec Corp. pursuant to the exercise of this General Mandate.
(8)The above general mandate will be granted from the date of passing this special resolution at the AGM and will expire on the earliest among (“Relevant Period”):
(i)the conclusion of the next annual general meeting of Sinopec Corp.;
(ii)twelve months from the date of passing this resolution at the AGM;
(iii)the revocation or variation of the General Mandate granted under this resolution by special resolution of the shareholders in a general meeting.
except where the Board has resolved to make or grant of offers, agreements, options, convertible rights or other Similar Rights during the Relevant Period and such offers, agreements, options, convertible rights or other Similar Rights are to be continued or implemented after the Relevant Period.
12.To elect the directors of the Sixth Session of the Board (not including independent non-executive directors).
12.1 Fu Chengyu;
12.2 Wang Tianpu;
12.3 Li Chunguang;
12.4 Zhang Jianhua;
12.5 Wang Zhigang;
12.6 Dai Houliang;
12.7 Liu Yun;
12.8 Zhang Haichao;
12.9 Jiao Fangzheng.
13.To elect the independent non-executive directors of the Sixth Session of the Board.
13.1 Jiang Xiaoming;
13.2 Andrew Y.Yan;
13.3Bao Guoming;
13.4 Tang Min.
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| 2015-03-24 |
股东大会：
将于2015-05-12召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Fifth Session of the Board of Directors of Sinopec Corp. (the “Board”) (including the Report of the Board of Directors for 2014).
2.To consider and approve the Report of the Fifth Session of the Supervisory Committee of Sinopec Corp. (including the Report of the Supervisory Committee for 2014).
3.To consider and approve the audited financial reports and audited consolidated financial reports of Sinopec Corp. for the year ended 31 December 2014.
4.To consider and approve the profit distribution plan for the year ended 31 December 2014.
It is proposed to the shareholders at the Annual General Meeting to consider and approve the distribution of a final dividend of RMB0.11 (tax inclusive) per share held by the shareholders on the relevant record date, combining with the interim dividend of RMB0.09 (tax inclusive) per share which has been declared and distributed by the Company, the annual cash dividend will be RMB0.20 (tax inclusive) per share for the year 2014.
5.To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2015.
6.To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the external auditors of Sinopec Corp. for the year 2015, and to authorise the Board to determine their remunerations.
7.To consider and approve service contracts between Sinopec Corp. and directors of the Sixth Session of the Board (including emoluments provisions), and service contracts between Sinopec Corp. and supervisors of the Sixth Session of the Supevisory Committee (including emoluments provisions).
8.To authorise the secretary to the Board to, on behalf of Sinopec Corp., deal with all procedural requirements in relation to the election of directors of Sinopec Corp. such as applications, approval, registrations and filings.
9.To approve the proposed amendments to the articles of association of Sinopec Corp. (“Articles of Association”) and the rules and procedures for the supervisors’ meetings and authorise the secretary to the Board, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to such proposed amendments (including cosmetic amendments as requested by the relevant regulatory authorities).
10.To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s):
A proposal will be submitted to the AGM for granting a general and unconditional mandate to the Board (or Director(s) authorised by the Board) to determine, within the extent of the amount of bonds that may be issued, the matters relating to the issuance of debt financing instruments, including (but not limited to) determining the actual amount to be issued, interest rate, term, target of issuance and use of proceeds of the relevant debt financing instruments and the preparation, signing and disclosure of all necessary documents. The relevant debt financing instruments include but not limited to RMB or foreign currency denominated debt financing instruments, such as short-term debentures, super-short term debentures, medium term notes, corporate bonds, offshore market RMB bonds and foreign currency bonds, etc.
11.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.:
Pursuant to the relevant requirements in Article 94 of the Articles of Association of Sinopec Corp. and the Hong Kong Listing Rules, if approval has been granted by way of a special resolution in a general meeting of the Company, the Company may issue domestic shares (A Shares) and offshore listed foreign shares (H Shares) separately or jointly (the “Relevant Issuance”) at a 12-month interval and the number of A Shares and H Shares intended to be issued will not exceed 20% of the outstanding shares in issue for each class of such shares without convening a class general meeting by the Company to seek approval for the Relevant Issuance.
On 9 May 2014, the AGM of the Company for 2013 had approved the granting of a general mandate to the Board (or a Director authorized by the Board) of the Company to issue domestic shares and/or offshore listed foreign shares of the Company. From the date of granting of the mandate by the AGM up to 20 March 2015, the Company has not used such mandate to issue shares.
In order to grant discretion to the Board on the flexibility of issuance of new shares, it is proposed to the shareholders at the Annual General Meeting, to grant the general mandate to issue new domestic shares of the Company (“A Shares”) and overseas-listed foreign shares of the Company (“H Shares”) by way of special resolution (“General Mandate”).
(1)To authorise the Board (or the directors authorised by the Board) to allot, issue and deal with shares or securities convertible into such shares, options, warrants or similar rights to subscribe for any A Shares or H Shares in the Company (“Similar Rights”) not exceeding 20% of the existing A Share and H Shares in issue at the time when this resolution is passed at the Annual General Meeting. However, notwithstanding the obtaining of the general mandate by the Board, any issue of A Shares needs shareholders’ approval at a general meeting in accordance with the relevant laws and regulations of the People’s Republic of China (“PRC”).
(2)Subject to paragraphs (3) and (4) and pursuant to the PRC Company Law and the listing rules of the relevant stock exchanges (as amended from time to time), the exercise by the Board (or the directors authorised by the Board) of all the powers of Sinopec Corp. granted by the general and unconditional mandate to allot, issue and deal with A Shares and/or H Shares or Similar Rights and to determine the terms and conditions for the allotment and issuance of new shares or Similar Rights including the following terms:
(a)class and number of new shares to be issued;
(b)price determination method of new shares and/or issue price (including price range);
(c)the starting and closing dates for the issue;
(d)class and number of the new shares to be issued to existing shareholders; and/or
(e)the making or granting of offers, agreements, options , convertible rights or Similar Rights which might require the exercise of such powers.
(3)The aggregate nominal amount of new A Shares and H Shares allotted, issued and dealt with or agreed conditionally or unconditionally to be allotted, issued and dealt with (whether pursuant to an option or otherwise) by the Board (or the directors authorised by the Board) pursuant to the approval in paragraph (2), otherwise than pursuant to issue of shares by conversion of the surplus reserve into share capital in accordance with the PRC Company Law and the Articles of Association, shall not exceed 20% of each class of the existing A Shares and H Shares in issue at the time when this resolution is passed at the Annual General Meeting.
(4)In exercising the powers granted in paragraph (2), the Board (or the directors authorised by the Board) must (i) comply with the PRC Company Law and the relevant regulatory stipulations (as amended from time to time) of the places where Sinopec Corp. is listed; and (ii) obtain approval from China Securities Regulatory Commission and other relevant PRC government departments.
(5)The Board (or the directors authorised by the Board), subject to the approval of the relevant authorities of the PRC and in accordance with the PRC Company Law, be and is hereby authorised to increase the registered capital of Sinopec Corp. to the required amount upon the exercise of the powers pursuant to paragraph (2) above.
(6)To authorise the Board (or the directors authorised by the Board) to sign the necessary documents, complete the necessary formalities and take other necessary steps to complete the allotment and issue and listing of new shares, provided the same do not violate the relevant laws, administrative regulations, listing rules of the relevant stock exchanges and the Articles of Association.
(7)Subject to the approval of the relevant PRC authorities, the Board (or the directors authorised by the Board) is hereby authorised to make appropriate and necessary amendments to the Articles of Association after completion of the allotment and issuance of new shares according to the method, type and number of the allotment and issue of new shares by Sinopec Corp. and the actual situation of the shareholding structure of Sinopec Corp. at the time of completion of the allotment and issue of new shares in order to reflect the alteration of the share capital structure and registered capital of Sinopec Corp. pursuant to the exercise of this General Mandate.
(8)The above general mandate will be granted from the date of passing this special resolution at the AGM and will expire on the earliest among (“Relevant Period”):
(i)the conclusion of the next annual general meeting of Sinopec Corp.;
(ii)twelve months from the date of passing this resolution at the AGM;
(iii)the revocation or variation of the General Mandate granted under this resolution by special resolution of the shareholders in a general meeting.
except where the Board has resolved to make or grant of offers, agreements, options, convertible rights or other Similar Rights during the Relevant Period and such offers, agreements, options, convertible rights or other Similar Rights are to be continued or implemented after the Relevant Period.
12.To elect the directors of the Sixth Session of the Board (not including independent non-executive directors).
12.1 Fu Chengyu;
12.2 Wang Tianpu;
12.3 Li Chunguang;
12.4 Zhang Jianhua;
12.5 Wang Zhigang;
12.6 Dai Houliang;
12.7 Liu Yun;
12.8 Zhang Haichao;
12.9 Jiao Fangzheng.
13.To elect the independent non-executive directors of the Sixth Session of the Board.
13.1 Jiang Xiaoming;
13.2 Andrew Y.Yan;
13.3Bao Guoming;
13.4 Tang Min.
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| 2014-03-26 |
股东大会：
将于2014-05-09召开股东大会
会议内容 ▼▲
- 1. To consider and approve the Report of the Board of Directors of Sinopec Corp. (the “Board”) for the year 2013.
2. To consider and approve the Report of the Board of Supervisors of Sinopec Corp. for the year 2013.
3. To consider and approve the audited financial reports and audited consolidated financial reports of Sinopec Corp. for the year ended 31 December 2013.
4. To consider and approve the profit distribution plan for the year ended 31 December 2013.
5. To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2014.
6. To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the external auditors of Sinopec Corp. for the year 2014, and to authorise the Board to determine their remunerations.
7. To approve the proposed amendments to the articles of association of Sinopec Corp. (“Articles of Association”) and authorise the secretary to the Board, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to the proposed amendments to the Articles of Association (including cosmetic amendments as requested by the relevant regulatory authorities).
8. To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s).
9.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.
9.1 To authorise the Board (or the directors authorised by the Board) to allot, issue and deal with shares or securities convertible into such shares, options, warrants or similar rights to subscribe for any A Shares or H Shares in the Company (“Similar Rights”) not exceeding 20% of the existing A Share and H Shares in issue at the time when this resolution is passed at the Annual General Meeting. However, notwithstanding the obtaining of the general mandate by the Board, any issue of A Shares needs shareholders’ approval at a general meeting in accordance with the relevant laws and regulations of the People’s Republic of China (“PRC”).
9.2 Subject to paragraphs (3) and (4) and pursuant to the PRC Company Law and the listing rules of the relevant stock exchanges (as amended from time to time), the exercise by the Board (or the directors authorised by the Board) of all the powers of Sinopec Corp. granted by the general and unconditional mandate to allot, issue and deal with A Shares and/or H Shares or Similar Rights and to determine the terms and conditions for the allotment and issuance of new shares or Similar Rights including the following terms:
(a)class and number of new shares to be issued;
(b)price determination method of new shares and/or issue price (including price range);
(c)the starting and closing dates for the issue;
(d)class and number of the new shares to be issued to existing shareholders;
(e）the making or granting of offers, agreements, options , convertible rights or Similar Rights which might require the exercise of such powers.
9.3 The aggregate nominal amount of new A Shares and H Shares allotted, issued and dealt with or agreed conditionally or unconditionally to be allotted, issued and dealt with (whether pursuant to an option or otherwise) by the Board (or the directors authorised by the Board) pursuant to the approval in paragraph (2), otherwise than pursuant to issue of shares by conversion of the surplus reserve into share capital in accordance with the PRC Company Law and the Articles of Association, shall not exceed 20% of each class of the existing A Shares and H Shares in issue at the time when this resolution is passed at the Annual General Meeting.
9.4 In exercising the powers granted in paragraph (2), the Board (or the directors authorised by the Board) must (i) comply with the PRC Company Law and the relevant regulatory stipulations (as amended from time to time) of the places where Sinopec Corp. is listed;(ii) obtain approval from China Securities Regulatory Commission and other relevant PRC government departments.
9.5 The Board (or the directors authorised by the Board), subject to the approval of the relevant authorities of the PRC and in accordance with the PRC Company Law, be and is hereby authorised to increase the registered capital of Sinopec Corp. to the required amount upon the exercise of the powers pursuant to paragraph (2) above.
9.6 To authorise the Board (or the directors authorised by the Board) to sign the necessary documents, complete the necessary formalities and take other necessary steps to complete the allotment and issue and listing of new shares, provided the same do not violate the relevant laws, administrative regulations, listing rules of the relevant stock exchanges and the Articles of Association.
9.7 Subject to the approval of the relevant PRC authorities, the Board (or the directors authorised by the Board) is hereby authorised to make appropriate and necessary amendments to the Articles of Association after completion of the allotment and issuance of new shares according to the method, type and number of the allotment and issue of new shares by Sinopec Corp. and the actual situation of the shareholding structure of Sinopec Corp. at the time of completion of the allotment and issue of new shares in order to reflect the alteration of the share capital structure and registered capital of Sinopec Corp. pursuant to the exercise of this General Mandate.
9.8 The above general mandate will be granted from the date of passing this special resolution at the AGM and will expire on the earliest among (“Relevant Period”):
(i)the conclusion of the next annual general meeting of Sinopec Corp.;
(ii)twelve months from the date of passing this resolution at the AGM;
(iii)the revocation or variation of the General Mandate granted under this resolution by special resolution of the shareholders in a general meeting.
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| 2014-03-26 |
股东大会：
将于2014-05-09召开股东大会
会议内容 ▼▲
- 1. To consider and approve the Report of the Board of Directors of Sinopec Corp. (the “Board”) for the year 2013.
2. To consider and approve the Report of the Board of Supervisors of Sinopec Corp. for the year 2013.
3. To consider and approve the audited financial reports and audited consolidated financial reports of Sinopec Corp. for the year ended 31 December 2013.
4. To consider and approve the profit distribution plan for the year ended 31 December 2013.
5. To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2014.
6. To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the external auditors of Sinopec Corp. for the year 2014, and to authorise the Board to determine their remunerations.
7. To approve the proposed amendments to the articles of association of Sinopec Corp. (“Articles of Association”) and authorise the secretary to the Board, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to the proposed amendments to the Articles of Association (including cosmetic amendments as requested by the relevant regulatory authorities).
8. To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s).
9.To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.
9.1 To authorise the Board (or the directors authorised by the Board) to allot, issue and deal with shares or securities convertible into such shares, options, warrants or similar rights to subscribe for any A Shares or H Shares in the Company (“Similar Rights”) not exceeding 20% of the existing A Share and H Shares in issue at the time when this resolution is passed at the Annual General Meeting. However, notwithstanding the obtaining of the general mandate by the Board, any issue of A Shares needs shareholders’ approval at a general meeting in accordance with the relevant laws and regulations of the People’s Republic of China (“PRC”).
9.2 Subject to paragraphs (3) and (4) and pursuant to the PRC Company Law and the listing rules of the relevant stock exchanges (as amended from time to time), the exercise by the Board (or the directors authorised by the Board) of all the powers of Sinopec Corp. granted by the general and unconditional mandate to allot, issue and deal with A Shares and/or H Shares or Similar Rights and to determine the terms and conditions for the allotment and issuance of new shares or Similar Rights including the following terms:
(a)class and number of new shares to be issued;
(b)price determination method of new shares and/or issue price (including price range);
(c)the starting and closing dates for the issue;
(d)class and number of the new shares to be issued to existing shareholders;
(e）the making or granting of offers, agreements, options , convertible rights or Similar Rights which might require the exercise of such powers.
9.3 The aggregate nominal amount of new A Shares and H Shares allotted, issued and dealt with or agreed conditionally or unconditionally to be allotted, issued and dealt with (whether pursuant to an option or otherwise) by the Board (or the directors authorised by the Board) pursuant to the approval in paragraph (2), otherwise than pursuant to issue of shares by conversion of the surplus reserve into share capital in accordance with the PRC Company Law and the Articles of Association, shall not exceed 20% of each class of the existing A Shares and H Shares in issue at the time when this resolution is passed at the Annual General Meeting.
9.4 In exercising the powers granted in paragraph (2), the Board (or the directors authorised by the Board) must (i) comply with the PRC Company Law and the relevant regulatory stipulations (as amended from time to time) of the places where Sinopec Corp. is listed;(ii) obtain approval from China Securities Regulatory Commission and other relevant PRC government departments.
9.5 The Board (or the directors authorised by the Board), subject to the approval of the relevant authorities of the PRC and in accordance with the PRC Company Law, be and is hereby authorised to increase the registered capital of Sinopec Corp. to the required amount upon the exercise of the powers pursuant to paragraph (2) above.
9.6 To authorise the Board (or the directors authorised by the Board) to sign the necessary documents, complete the necessary formalities and take other necessary steps to complete the allotment and issue and listing of new shares, provided the same do not violate the relevant laws, administrative regulations, listing rules of the relevant stock exchanges and the Articles of Association.
9.7 Subject to the approval of the relevant PRC authorities, the Board (or the directors authorised by the Board) is hereby authorised to make appropriate and necessary amendments to the Articles of Association after completion of the allotment and issuance of new shares according to the method, type and number of the allotment and issue of new shares by Sinopec Corp. and the actual situation of the shareholding structure of Sinopec Corp. at the time of completion of the allotment and issue of new shares in order to reflect the alteration of the share capital structure and registered capital of Sinopec Corp. pursuant to the exercise of this General Mandate.
9.8 The above general mandate will be granted from the date of passing this special resolution at the AGM and will expire on the earliest among (“Relevant Period”):
(i)the conclusion of the next annual general meeting of Sinopec Corp.;
(ii)twelve months from the date of passing this resolution at the AGM;
(iii)the revocation or variation of the General Mandate granted under this resolution by special resolution of the shareholders in a general meeting.
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