| 2026-03-05 |
详情>>
业绩披露：
2025年年报每股收益0.53美元,归母净利润4.57亿美元,同比去年增长1111.03%
|
| 2026-03-05 |
财报披露：
美东时间 2026-03-05 盘前发布财报
|
| 2025-12-31 |
详情>>
股本变动：
变动后总股本17446.55万股
变动原因 ▼▲
|
| 2025-08-07 |
详情>>
业绩披露：
2025年中报每股收益0.53美元,归母净利润4.55亿美元,同比去年增长1663.32%
|
| 2025-04-07 |
股东大会：
将于2025-05-13召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited Financial Statements, and the Reports of the Directors and the Independent Auditors for the year ended December 31, 2024.
2.To re-elect Directors.
3.To re-appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the Auditors of the Company for Hong Kong financial reporting and US financial reporting purposes, respectively, and to authorize the Directors to fix the Auditors’ remuneration.
4.To consider and, if thought fit, pass the following resolution as a Special Resolution:
|
| 2025-04-07 |
股东大会：
将于2025-05-13召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited Financial Statements, and the Reports of the Directors and the Independent Auditors for the year ended December 31, 2024.
2.To re-elect Directors.
3.To re-appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the Auditors of the Company for Hong Kong financial reporting and US financial reporting purposes, respectively, and to authorize the Directors to fix the Auditors’ remuneration.
4.To consider and, if thought fit, pass the following resolution as a Special Resolution:
|
| 2025-03-19 |
详情>>
业绩披露：
2024年年报每股收益0.04美元,归母净利润3772.90万美元,同比去年增长-62.56%
|
| 2025-03-13 |
股东大会：
将于2025-03-31召开股东大会
会议内容 ▼▲
- 1.The share purchase agreement dated December 31, 2024 between Shanghai HUTCHMED Investment (HK) Limited (the “Seller”) and GP Health Service Capital Co., Ltd. (“GP Health Service Capital”) (the “GP Health SPA”) (a copy marked “A” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (ii) the supplemental agreement to the GP Health SPA dated February 28, 2025 between the Seller and GP Health Service Capital (the “GP Health Supplemental SPA”) (a copy marked “B” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (iii) the share purchase agreement dated February 28, 2025 between the Seller and GP Zhicheng Private Equity Investment Fund Partnership (Limited Partnership)* ( 上海金浦志誠私募投資基金合夥企業（有限合夥）) (the “GP Purchaser Fund SPA”) (a copy marked “C” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (iv) the agreement dated February 28, 2025 between the Seller and GP Health Service Capital in connection with the GP Purchaser Fund SPA (the “GP Health Agreement 1”) (a copy marked “D” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (v) the share purchase agreement dated February 28, 2025 between the Seller and Shanghai GP Zhibaihe Enterprise Management Partnership (Limited Partnership)* ( 上海金浦志佰合企業管理合夥企業（有限合夥）) (the “Designated Purchaser SPA”) (a copy marked “E” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (vi) the agreement dated February 28, 2025 between the Seller and GP Health Service Capital in connection with the Designated Purchaser SPA (the “GP Health Agreement 2”) (a copy marked “F” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM);
2.The share purchase agreement dated December 31, 2024 between the Seller and Shanghai Pharmaceuticals Holding Co., Ltd.* ( 上海醫藥集團股份有限公司) (“Shanghai Pharma”) (the “Shanghai Pharma SPA”) (a copy marked “G” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); and (ii) the supplemental agreement to the Shanghai Pharma SPA dated February 28, 2025 between the Seller and Shanghai Pharma (the “Shanghai Pharma Supplemental SPA”) (a copy marked “H” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM),
|
| 2025-03-13 |
股东大会：
将于2025-03-31召开股东大会
会议内容 ▼▲
- 1.The share purchase agreement dated December 31, 2024 between Shanghai HUTCHMED Investment (HK) Limited (the “Seller”) and GP Health Service Capital Co., Ltd. (“GP Health Service Capital”) (the “GP Health SPA”) (a copy marked “A” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (ii) the supplemental agreement to the GP Health SPA dated February 28, 2025 between the Seller and GP Health Service Capital (the “GP Health Supplemental SPA”) (a copy marked “B” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (iii) the share purchase agreement dated February 28, 2025 between the Seller and GP Zhicheng Private Equity Investment Fund Partnership (Limited Partnership)* ( 上海金浦志誠私募投資基金合夥企業（有限合夥）) (the “GP Purchaser Fund SPA”) (a copy marked “C” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (iv) the agreement dated February 28, 2025 between the Seller and GP Health Service Capital in connection with the GP Purchaser Fund SPA (the “GP Health Agreement 1”) (a copy marked “D” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (v) the share purchase agreement dated February 28, 2025 between the Seller and Shanghai GP Zhibaihe Enterprise Management Partnership (Limited Partnership)* ( 上海金浦志佰合企業管理合夥企業（有限合夥）) (the “Designated Purchaser SPA”) (a copy marked “E” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); (vi) the agreement dated February 28, 2025 between the Seller and GP Health Service Capital in connection with the Designated Purchaser SPA (the “GP Health Agreement 2”) (a copy marked “F” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM);
2.The share purchase agreement dated December 31, 2024 between the Seller and Shanghai Pharmaceuticals Holding Co., Ltd.* ( 上海醫藥集團股份有限公司) (“Shanghai Pharma”) (the “Shanghai Pharma SPA”) (a copy marked “G” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM); and (ii) the supplemental agreement to the Shanghai Pharma SPA dated February 28, 2025 between the Seller and Shanghai Pharma (the “Shanghai Pharma Supplemental SPA”) (a copy marked “H” and initialled by the Chairman of the EGM for the purpose of identification is produced to the EGM),
|
| 2024-07-31 |
详情>>
业绩披露：
2024年中报每股收益0.03美元,归母净利润2580.10万美元,同比去年增长-84.69%
|
| 2024-04-08 |
股东大会：
将于2024-05-10召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited Financial Statements, and the Reports of the Directors and the independent Auditors for the year ended December 31, 2023.
2.To re-elect Directors.
3.To re-appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the Auditors of the Company for Hong Kong financial reporting and U.S. financial reporting purposes, respectively, and to authorize the Directors to fix the Auditors’remuneration.
4.To consider and, if thought fit, pass the following resolution as a Special Resolution:
|
| 2024-04-08 |
股东大会：
将于2024-05-10召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited Financial Statements, and the Reports of the Directors and the independent Auditors for the year ended December 31, 2023.
2.To re-elect Directors.
3.To re-appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the Auditors of the Company for Hong Kong financial reporting and U.S. financial reporting purposes, respectively, and to authorize the Directors to fix the Auditors’remuneration.
4.To consider and, if thought fit, pass the following resolution as a Special Resolution:
|
| 2024-02-28 |
详情>>
业绩披露：
2023年年报每股收益0.12美元,归母净利润1.01亿美元,同比去年增长127.93%
|
| 2023-07-31 |
详情>>
业绩披露：
2023年中报每股收益0.20美元,归母净利润1.69亿美元,同比去年增长203.49%
|
| 2023-04-11 |
股东大会：
将于2023-05-12召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited Financial Statements, and the Reports of the Directors and the Independent Auditors for the year ended December 31, 2022.
2.To re-elect the Directors.
3.To re-appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the auditors of the Company for Hong Kong financial reporting and U.S. financial reporting purposes, respectively, and to authorize the Directors to fix the auditors’ remuneration.
4.To consider and, if thought fit, pass the following resolution as a Special Resolution:
(a)subject to paragraph (b) below, a general mandate be and is hereby unconditionally given to the Directors during the Relevant Period (as hereinafter defined) to allot, issue and dispose of such number of additional shares of the Company (otherwise than pursuant to the exercise of options granted under any share option scheme adopted by the Company) not exceeding ten per cent. of the total number of shares of the Company in issue at the date of the passing of this Resolution (such total number to be subject to adjustment in the case of any conversion of any or all of the shares of the Company into a larger or smaller number of shares of the Company after the passing of this Resolution), such mandate to include the granting of offers, agreements or options to subscribe for shares of the Company which require the exercise of such powers or the allotment and issue of shares of the Company during or after the Relevant Period and the pre-emption rights under Article 13(4) of the Articles of Association of the Company should not apply to the general mandate;(b)the price for any shares of the Company to be allotted and issued (whether wholly or partly for cash or otherwise) pursuant to the mandate in paragraph (a) of this Resolution shall not be at a discount of more than ten per cent. to the Benchmarked Price (as hereinafter defined) of the shares of the Company;
(c)for the purposes of this Resolution:“Benchmarked Price” means the price which is the higher of:
(i)the closing price of the shares of the Company as quoted on The Stock Exchange of Hong Kong Limited on the date of the agreement involving the relevant proposed issue of shares of the Company;
(ii)the average closing price as quoted on The Stock Exchange of Hong Kong Limited of the shares of the Company for the five trading days immediately preceding the earliest of:
(A)the date of announcement of the transaction or arrangement involving the relevant proposed issue of shares of the Company;
(B)the date of the agreement involving the relevant proposed issue of shares of the Company;
(C)the date on which the price of shares of the Company that are proposed to be issued is fixed.
“Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of:
(i)the conclusion of the next annual general meeting of the Company;
(ii)the expiration of the period within which the next annual general meeting of the Company is required by law to be held;
(iii)the date on which the authority set out in this Resolution is revoked or varied by a resolution of the shareholders of the Company in general meeting.”
5.To consider and, if thought fit, pass with or without modifications, the following resolution as an Ordinary Resolution:
(a)subject to paragraph (b) below, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to repurchase on AIM, a market regulated by the London Stock Exchange, the NASDAQ Global Select Market and The Stock Exchange of Hong Kong Limited on which the securities of the Company are traded and recognized for this purpose, shares of the Company (including any form of depositary interests or American depositary shares representing the right to receive such shares issued by the Company), in accordance with all applicable laws and the requirements of the applicable stock exchanges as amended from time to time, be and is hereby generally and unconditionally approved;
(b)the maximum number of shares of the Company to be repurchased by the Company pursuant to the approval in paragraph (a) above shall not exceed ten per cent. of the total number of shares of the Company in issue at the date of the passing of this Resolution (such total number to be subject to adjustment in the case of any conversion of any or all of the shares of the Company into a larger or smaller number of shares of the Company after the passing of this Resolution), and the said approval shall be limited accordingly;
(c)for the purposes of this Resolution, “Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of:
(i)the conclusion of the next annual general meeting of the Company;
(ii)the expiration of the period within which the next annual general meeting of the Company is required by law to be held;
(iii)the date on which the authority set out in this Resolution is revoked or varied by an ordinary resolution of the shareholders of the Company in general meeting.”
|
| 2023-04-11 |
股东大会：
将于2023-05-12召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited Financial Statements, and the Reports of the Directors and the Independent Auditors for the year ended December 31, 2022.
2.To re-elect the Directors.
3.To re-appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the auditors of the Company for Hong Kong financial reporting and U.S. financial reporting purposes, respectively, and to authorize the Directors to fix the auditors’ remuneration.
4.To consider and, if thought fit, pass the following resolution as a Special Resolution:
(a)subject to paragraph (b) below, a general mandate be and is hereby unconditionally given to the Directors during the Relevant Period (as hereinafter defined) to allot, issue and dispose of such number of additional shares of the Company (otherwise than pursuant to the exercise of options granted under any share option scheme adopted by the Company) not exceeding ten per cent. of the total number of shares of the Company in issue at the date of the passing of this Resolution (such total number to be subject to adjustment in the case of any conversion of any or all of the shares of the Company into a larger or smaller number of shares of the Company after the passing of this Resolution), such mandate to include the granting of offers, agreements or options to subscribe for shares of the Company which require the exercise of such powers or the allotment and issue of shares of the Company during or after the Relevant Period and the pre-emption rights under Article 13(4) of the Articles of Association of the Company should not apply to the general mandate;(b)the price for any shares of the Company to be allotted and issued (whether wholly or partly for cash or otherwise) pursuant to the mandate in paragraph (a) of this Resolution shall not be at a discount of more than ten per cent. to the Benchmarked Price (as hereinafter defined) of the shares of the Company;
(c)for the purposes of this Resolution:“Benchmarked Price” means the price which is the higher of:
(i)the closing price of the shares of the Company as quoted on The Stock Exchange of Hong Kong Limited on the date of the agreement involving the relevant proposed issue of shares of the Company;
(ii)the average closing price as quoted on The Stock Exchange of Hong Kong Limited of the shares of the Company for the five trading days immediately preceding the earliest of:
(A)the date of announcement of the transaction or arrangement involving the relevant proposed issue of shares of the Company;
(B)the date of the agreement involving the relevant proposed issue of shares of the Company;
(C)the date on which the price of shares of the Company that are proposed to be issued is fixed.
“Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of:
(i)the conclusion of the next annual general meeting of the Company;
(ii)the expiration of the period within which the next annual general meeting of the Company is required by law to be held;
(iii)the date on which the authority set out in this Resolution is revoked or varied by a resolution of the shareholders of the Company in general meeting.”
5.To consider and, if thought fit, pass with or without modifications, the following resolution as an Ordinary Resolution:
(a)subject to paragraph (b) below, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to repurchase on AIM, a market regulated by the London Stock Exchange, the NASDAQ Global Select Market and The Stock Exchange of Hong Kong Limited on which the securities of the Company are traded and recognized for this purpose, shares of the Company (including any form of depositary interests or American depositary shares representing the right to receive such shares issued by the Company), in accordance with all applicable laws and the requirements of the applicable stock exchanges as amended from time to time, be and is hereby generally and unconditionally approved;
(b)the maximum number of shares of the Company to be repurchased by the Company pursuant to the approval in paragraph (a) above shall not exceed ten per cent. of the total number of shares of the Company in issue at the date of the passing of this Resolution (such total number to be subject to adjustment in the case of any conversion of any or all of the shares of the Company into a larger or smaller number of shares of the Company after the passing of this Resolution), and the said approval shall be limited accordingly;
(c)for the purposes of this Resolution, “Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of:
(i)the conclusion of the next annual general meeting of the Company;
(ii)the expiration of the period within which the next annual general meeting of the Company is required by law to be held;
(iii)the date on which the authority set out in this Resolution is revoked or varied by an ordinary resolution of the shareholders of the Company in general meeting.”
|
| 2023-02-28 |
详情>>
业绩披露：
2020年年报每股收益-0.18美元,归母净利润-1.26亿美元,同比去年增长-18.59%
|
| 2023-02-28 |
详情>>
业绩披露：
2022年年报每股收益-0.43美元,归母净利润-3.61亿美元,同比去年增长-85.38%
|
| 2022-08-01 |
详情>>
业绩披露：
2022年中报每股收益-0.19美元,归母净利润-1.63亿美元,同比去年增长-59.05%
|
| 2022-03-23 |
股东大会：
将于2022-04-27召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited Financial Statements, and the Reports of the Directors and the Independent Auditors for the year ended December 31, 2021.
2.To re-elect the Directors.
3.To appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the auditors of the Company for Hong Kong financial reporting and U.S. financial reporting purposes, respectively, and to authorize the Directors to fix the auditors’ remuneration.
4.To consider and, if thought fit, pass the following resolution as a Special Resolution:
(a)subject to paragraph (b) below, a general mandate be and is hereby unconditionally given to the Directors during the Relevant Period (as hereinafter defined) to allot, issue and dispose of such number of additional shares of the Company (otherwise than pursuant to the exercise of options granted under any share option scheme adopted by the Company) not exceeding ten per cent. of the total number of shares of the Company in issue at the date of the passing of this Resolution (such total number to be subject to adjustment in the case of any conversion of any or all of the shares of the Company into a larger or smaller number of shares of the Company after the passing of this Resolution), such mandate to include the granting of offers, agreements or options to subscribe for shares of the Company which require the exercise of such powers or the allotment and issue of shares of the Company during or after the Relevant Period and the pre-emption rights under Article 13(4) of the Articles of Association of the Company should not apply to the general mandate;
(b)the price for any shares of the Company to be allotted and issued (whether wholly or partly for cash or otherwise) pursuant to the mandate in paragraph (a) of this Resolution shall not be at a discount of more than ten per cent. to the Benchmarked Price (as hereinafter defined) of the shares of the Company;
(c)for the purposes of this Resolution:“Benchmarked Price” means the price which is the higher of:
(i)the closing price of the shares of the Company as quoted on The Stock Exchange of Hong Kong Limited on the date of the agreement involving the relevant proposed issue of shares of the Company;
(ii)the average closing price as quoted on The Stock Exchange of Hong Kong Limited of the shares of the Company for the five trading days immediately preceding the earliest of:
(A)the date of announcement of the transaction or arrangement involving the relevant proposed issue of shares of the Company;
(B)the date of the agreement involving the relevant proposed issue of shares of the Company;
(C)the date on which the price of shares of the Company that are proposed to be issued is fixed.
“Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of:
(i)the conclusion of the next annual general meeting of the Company;
(ii)the expiration of the period within which the next annual general meeting of the Company is required by law to be held;
(iii)the date on which the authority set out in this Resolution is revoked or varied by a resolution of the shareholders of the Company in general meeting.”
5.To consider and, if thought fit, pass with or without modifications, the following resolutions as Ordinary Resolutions: (1)“THAT:
(a)subject to paragraph(b) below, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to repurchase on AIM, a market regulated by the London Stock Exchange, the NASDAQ Global Select Market and The Stock Exchange of Hong Kong Limited on which the securities of the Company are traded and recognized for this purpose, shares of the Company (including any form of depositary interests or American depositary shares representing the right to receive such shares issued by the Company), in accordance with all applicable laws and the requirements of the applicable stock exchanges as amended from time to time, be and is hereby generally and unconditionally approved;
(b)the maximum number of shares of the Company to be repurchased by the Company pursuant to the approval in paragraph (a) above shall not exceed ten per cent. of the total number of shares of the Company in issue at the date of the passing of this Resolution (such total number to be subject to adjustment in the case of any conversion of any or all of the shares of the Company into a larger or smaller number of shares of the Company after the passing of this Resolution), and the said approval shall be limited accordingly;
(c)for the purposes of this Resolution, “Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of:(i)the conclusion of the next annual general meeting of the Company;
(ii)the expiration of the period within which the next annual general meeting of the Company is required by law to be held;
(iii)the date on which the authority set out in this Resolution is revoked or varied by an ordinary resolution of the shareholders of the Company in general meeting.”
(2)“THAT:
(a)the Scheme Mandate Limit (as defined in the Long Term Incentive Plan adopted by an ordinary resolution of the shareholders of the Company on April 24, 2015 (the “LTIP”)) in respect of the total number of shares of the Company that may underlie the awards to be awarded pursuant to the LTIP shall be refreshed so that the total number of shares of the Company that may underlie the LTIP awards, which are purchased by the Trustee in the market, to be awarded after the date of passing of this Resolution shall be not more than five per cent. of the total number of shares of the Company in issue as at the date of passing of this Resolution;
(b)the Board be and is hereby generally empowered to do all such acts and things and execute all such documents as they consider necessary or expedient to give effect to the foregoing.”
|
| 2022-03-23 |
股东大会：
将于2022-04-27召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited Financial Statements, and the Reports of the Directors and the Independent Auditors for the year ended December 31, 2021.
2.To re-elect the Directors.
3.To appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the auditors of the Company for Hong Kong financial reporting and U.S. financial reporting purposes, respectively, and to authorize the Directors to fix the auditors’ remuneration.
4.To consider and, if thought fit, pass the following resolution as a Special Resolution:
(a)subject to paragraph (b) below, a general mandate be and is hereby unconditionally given to the Directors during the Relevant Period (as hereinafter defined) to allot, issue and dispose of such number of additional shares of the Company (otherwise than pursuant to the exercise of options granted under any share option scheme adopted by the Company) not exceeding ten per cent. of the total number of shares of the Company in issue at the date of the passing of this Resolution (such total number to be subject to adjustment in the case of any conversion of any or all of the shares of the Company into a larger or smaller number of shares of the Company after the passing of this Resolution), such mandate to include the granting of offers, agreements or options to subscribe for shares of the Company which require the exercise of such powers or the allotment and issue of shares of the Company during or after the Relevant Period and the pre-emption rights under Article 13(4) of the Articles of Association of the Company should not apply to the general mandate;
(b)the price for any shares of the Company to be allotted and issued (whether wholly or partly for cash or otherwise) pursuant to the mandate in paragraph (a) of this Resolution shall not be at a discount of more than ten per cent. to the Benchmarked Price (as hereinafter defined) of the shares of the Company;
(c)for the purposes of this Resolution:“Benchmarked Price” means the price which is the higher of:
(i)the closing price of the shares of the Company as quoted on The Stock Exchange of Hong Kong Limited on the date of the agreement involving the relevant proposed issue of shares of the Company;
(ii)the average closing price as quoted on The Stock Exchange of Hong Kong Limited of the shares of the Company for the five trading days immediately preceding the earliest of:
(A)the date of announcement of the transaction or arrangement involving the relevant proposed issue of shares of the Company;
(B)the date of the agreement involving the relevant proposed issue of shares of the Company;
(C)the date on which the price of shares of the Company that are proposed to be issued is fixed.
“Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of:
(i)the conclusion of the next annual general meeting of the Company;
(ii)the expiration of the period within which the next annual general meeting of the Company is required by law to be held;
(iii)the date on which the authority set out in this Resolution is revoked or varied by a resolution of the shareholders of the Company in general meeting.”
5.To consider and, if thought fit, pass with or without modifications, the following resolutions as Ordinary Resolutions: (1)“THAT:
(a)subject to paragraph(b) below, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to repurchase on AIM, a market regulated by the London Stock Exchange, the NASDAQ Global Select Market and The Stock Exchange of Hong Kong Limited on which the securities of the Company are traded and recognized for this purpose, shares of the Company (including any form of depositary interests or American depositary shares representing the right to receive such shares issued by the Company), in accordance with all applicable laws and the requirements of the applicable stock exchanges as amended from time to time, be and is hereby generally and unconditionally approved;
(b)the maximum number of shares of the Company to be repurchased by the Company pursuant to the approval in paragraph (a) above shall not exceed ten per cent. of the total number of shares of the Company in issue at the date of the passing of this Resolution (such total number to be subject to adjustment in the case of any conversion of any or all of the shares of the Company into a larger or smaller number of shares of the Company after the passing of this Resolution), and the said approval shall be limited accordingly;
(c)for the purposes of this Resolution, “Relevant Period” means the period from the passing of this Resolution until whichever is the earliest of:(i)the conclusion of the next annual general meeting of the Company;
(ii)the expiration of the period within which the next annual general meeting of the Company is required by law to be held;
(iii)the date on which the authority set out in this Resolution is revoked or varied by an ordinary resolution of the shareholders of the Company in general meeting.”
(2)“THAT:
(a)the Scheme Mandate Limit (as defined in the Long Term Incentive Plan adopted by an ordinary resolution of the shareholders of the Company on April 24, 2015 (the “LTIP”)) in respect of the total number of shares of the Company that may underlie the awards to be awarded pursuant to the LTIP shall be refreshed so that the total number of shares of the Company that may underlie the LTIP awards, which are purchased by the Trustee in the market, to be awarded after the date of passing of this Resolution shall be not more than five per cent. of the total number of shares of the Company in issue as at the date of passing of this Resolution;
(b)the Board be and is hereby generally empowered to do all such acts and things and execute all such documents as they consider necessary or expedient to give effect to the foregoing.”
|
| 2022-03-03 |
详情>>
业绩披露：
2021年年报每股收益-0.25美元,归母净利润-1.95亿美元,同比去年增长-54.81%
|
| 2021-09-06 |
温馨提示：
美股因劳工节，9月6日休市一天
|
| 2021-03-26 |
股东大会：
将于2021-04-28召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited financial statements and the reports of the directors and independent auditor for the year ended December 31, 2020.
2.1.To re-elect Mr Simon To as a director of the Company.
2.2.To re-elect Mr Christian Hogg as a director of the Company.
2.3.To re-elect Mr Johnny Cheng as a director of the Company.
2.4.To re-elect Dr Weiguo Su as a director of the Company.
2.5.To re-elect Dr Dan Eldar as a director of the Company.
2.6.To re-elect Ms Edith Shih as a director of the Company.
2.7.To re-elect Mr Paul Carter as a director of the Company.
2.8.To re-elect Dr Karen Ferrante as a director of the Company.
2.9.To re-elect Mr Graeme Jack as a director of the Company.
2.10.To re-elect Professor Tony Mok as a director of the Company.
3.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorize the board of directors to fix the auditor’s remuneration.
4.To consider and, if thought fit, pass with or without modification resolution as an Ordinary Resolution.
5.To consider and, if thought fit, pass with or without modification resolution as an Special Resolution.
|
| 2021-03-26 |
股东大会：
将于2021-04-28召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited financial statements and the reports of the directors and independent auditor for the year ended December 31, 2020.
2.1.To re-elect Mr Simon To as a director of the Company.
2.2.To re-elect Mr Christian Hogg as a director of the Company.
2.3.To re-elect Mr Johnny Cheng as a director of the Company.
2.4.To re-elect Dr Weiguo Su as a director of the Company.
2.5.To re-elect Dr Dan Eldar as a director of the Company.
2.6.To re-elect Ms Edith Shih as a director of the Company.
2.7.To re-elect Mr Paul Carter as a director of the Company.
2.8.To re-elect Dr Karen Ferrante as a director of the Company.
2.9.To re-elect Mr Graeme Jack as a director of the Company.
2.10.To re-elect Professor Tony Mok as a director of the Company.
3.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorize the board of directors to fix the auditor’s remuneration.
4.To consider and, if thought fit, pass with or without modification resolution as an Ordinary Resolution.
5.To consider and, if thought fit, pass with or without modification resolution as an Special Resolution.
|
| 2020-03-25 |
股东大会：
将于2020-04-27召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited financial statements and the reports of the directors and independent auditor for the year ended 31 December 2019.
2.(A) To re-elect Mr Simon To as a director.
(B) To re-elect Mr Christian Hogg as a director
(C) To re-elect Mr Johnny Cheng as a director.
(D) To re-elect Dr Weiguo Su as a director.
(E) To re-elect Dr Dan Eldar as a director.
(F) To re-elect Ms Edith Shih as a director.
(G) To re-elect Mr Paul Carter as a director.
(H) To re-elect Dr Karen Ferrante as a director.
(I) To re-elect Mr Graeme Jack as a director.
(J) To re-elect Professor Tony Mok as a director.
3.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
4.(A)To grant a general mandate to the directors of the Company to issue additional shares.
(B)To disapply pre-emption rights (general power).
(C)To disapply pre-emption rights (in connection with an equity raise).
(D)To grant a general mandate to the directors of the Company to repurchase shares of the Company.
5.To amend the 2015 Share Option Scheme and refresh the scheme mandate limit under the 2015 Share Option Scheme.
6.To adopt a new memorandum and articles of association of the Company.
|
| 2020-03-25 |
股东大会：
将于2020-04-27召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited financial statements and the reports of the directors and independent auditor for the year ended 31 December 2019.
2.(A) To re-elect Mr Simon To as a director.
(B) To re-elect Mr Christian Hogg as a director
(C) To re-elect Mr Johnny Cheng as a director.
(D) To re-elect Dr Weiguo Su as a director.
(E) To re-elect Dr Dan Eldar as a director.
(F) To re-elect Ms Edith Shih as a director.
(G) To re-elect Mr Paul Carter as a director.
(H) To re-elect Dr Karen Ferrante as a director.
(I) To re-elect Mr Graeme Jack as a director.
(J) To re-elect Professor Tony Mok as a director.
3.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
4.(A)To grant a general mandate to the directors of the Company to issue additional shares.
(B)To disapply pre-emption rights (general power).
(C)To disapply pre-emption rights (in connection with an equity raise).
(D)To grant a general mandate to the directors of the Company to repurchase shares of the Company.
5.To amend the 2015 Share Option Scheme and refresh the scheme mandate limit under the 2015 Share Option Scheme.
6.To adopt a new memorandum and articles of association of the Company.
|
| 2019-05-03 |
股东大会：
将于2019-05-29召开股东大会
会议内容 ▼▲
- ORDINARY RESOLUTION
1.THAT, each ordinary share of a par value of US$1.00 in the issued and unissued share capital of the Company be subdivided into ten ordinary shares of a par value of US$0.10 each in the share capital of the Company (“New Ordinary Shares”), with effect from the business day immediately following the day on which this resolution is passed by the shareholders of the Company, such New Ordinary Shares having the same rights and being subject to the same restrictions set out in the Company’s existing memorandum of association and articles of association.
SPECIAL RESOLUTION
2.THAT as a special resolution, subject to and conditional on the listing of the issued and to be issued New Ordinary Shares on the Main Board of The Stock Exchange of Hong Kong (“SEHK Listing”), the draft memorandum of association and articles of association produced to the meeting and, for the purposes of identification, initialled by the Chairman (“New Memorandum and Articles”) be adopted, with effect from the date of the SEHK Listing, as the memorandum of association and articles of association of the Company in substitution for, and to the exclusion of, the Company’s existing memorandum of association and articles of association.
|
| 2019-05-03 |
股东大会：
将于2019-05-29召开股东大会
会议内容 ▼▲
- ORDINARY RESOLUTION
1.THAT, each ordinary share of a par value of US$1.00 in the issued and unissued share capital of the Company be subdivided into ten ordinary shares of a par value of US$0.10 each in the share capital of the Company (“New Ordinary Shares”), with effect from the business day immediately following the day on which this resolution is passed by the shareholders of the Company, such New Ordinary Shares having the same rights and being subject to the same restrictions set out in the Company’s existing memorandum of association and articles of association.
SPECIAL RESOLUTION
2.THAT as a special resolution, subject to and conditional on the listing of the issued and to be issued New Ordinary Shares on the Main Board of The Stock Exchange of Hong Kong (“SEHK Listing”), the draft memorandum of association and articles of association produced to the meeting and, for the purposes of identification, initialled by the Chairman (“New Memorandum and Articles”) be adopted, with effect from the date of the SEHK Listing, as the memorandum of association and articles of association of the Company in substitution for, and to the exclusion of, the Company’s existing memorandum of association and articles of association.
|
| 2019-03-21 |
股东大会：
将于2019-04-24召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited financial statements and the reports of the directors and independent auditor for the year ended 31 December 2018.
2.(A) To re-elect Mr Simon To as a director of the Company.
(B) To re-elect Mr Christian Hogg as a director of the Company.
(C) To re-elect Mr Johnny Cheng as a director of the Company.
(D) To re-elect Dr Weiguo Su as a director of the Company.
(E) To re-elect Dr Dan Eldar as a director of the Company.
(F) To re-elect Ms Edith Shih as a director of the Company.
(G) To re-elect Mr Paul Carter as a director of the Company.
(H) To re-elect Dr Karen Ferrante as a director of the Company.
(I) To re-elect Mr Graeme Jack as a director of the Company.
(J) To re-elect Professor Tony Mok as a director of the Company.
3.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
4.To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:ORDINARY RESOLUTION
“THAT the authorised share capital of the Company be increased from US$75,000,000 to US$150,000,000 by addition of 75,000,000 ordinary shares of US$1 each in the capital of the Company.”
5.(A)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
ORDINARY RESOLUTION
“THAT:
(a)subject to paragraphs (b) and (c) of this resolution and in accordance with the articles of association of the Company (the “Articles”), the exercise by the board of directors of the Company (the “Board”) during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and otherwise deal with new shares of the Company (the “Shares”) and to allot, issue or grant securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares or such convertible securities, and to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers be generally and unconditionally approved;
(b)the approval in paragraph (a) of this resolution shall not extend beyond the Relevant Period but shall authorise the Board during the Relevant Period to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period;
(c)the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option or otherwise) by the Board pursuant to the approval in paragraph (a) of this resolution shall be:
(i)up to an aggregate nominal amount of US$22,219,248;
(ii)in connection with an offer of Equity Shares by way of a Rights Issue (as defined below) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange, up to a further aggregate nominal amount of US$22,219,248.”
(B)To consider and, if thought fit, pass the following resolution as a Special Resolution:
SPECIAL RESOLUTION
“THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered, in addition to any authorities granted under Resolution 5(C), to allot Equity Shares (within the meaning of article 12(4)of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to all authorities conferred by Resolution 5(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to:
(a)the allotment of Equity Shares in connection with an offer (whether by way of a Rights Issue (as defined below), open offer or otherwise) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange;
(b)the allotment of Equity Shares for cash (otherwise than pursuant to paragraph (a)of this resolution) up to an aggregate nominal amount of US$3,332,887.”
(C)To consider and, if thought fit, pass the following resolution as a Special Resolution:
SPECIAL RESOLUTION
“THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered, in addition to any authorities granted under Resolution 5(B), to allot Equity Shares (within the meaning of article 12(4)of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to all authorities conferred by Resolution 5(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to the allotment of Equity Shares for cash up to an aggregate nominal amount of US$9,998,661 in connection with an Equity Raise (as defined below).”
(D)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
ORDINARY RESOLUTION
“THAT the exercise by the Board of all the powers of the Company to purchase or repurchase on AIM, a market regulated by the London Stock Exchange, and the NASDAQ Global Select Market on which the securities of the Company are traded and recognised for this purpose, Shares (including any form of depositary interests or American depositary shares representing the right to receive such Shares issued by the Company) and the exercise by the Board of all powers of the Company to repurchase such securities, subject to and in accordance with all applicable laws and the requirements of the AIM Rules for Companies and the NASDAQ Global Select Market Rules, during the Relevant Period, be and are hereby generally and unconditionally approved (save that the Company may enter into a contract to purchase Shares before the approval in this resolution expires under which such purchase will or may be completed or executed wholly or partly after the approval in this resolution expires and may make a purchase of Shares pursuant to any such contract as if the approval in this resolution had not expired), provided that:
(a)the aggregate nominal amount of the Shares which may be purchased or repurchased by the Company pursuant to the approval in this resolution shall not exceed five per cent of the aggregate nominal amount of the share capital of the Company in issue at the date of passing this resolution, and the said approval shall be limited accordingly;
(b)the minimum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is US$1;
(c)the maximum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is the higher of:
(i)an amount equal to 105 per cent of the average of the middle market quotations for a Share as derived from the Daily Official List of the London Stock Exchange plc for the five business days immediately preceding the day on which the purchase or repurchase is made;
(ii)an amount equal to the higher of the price of the last independent trade of a Share and the highest current independent bid for a Share on the trading venue where the purchase or repurchase is carried out.”
|
| 2019-03-21 |
股东大会：
将于2019-04-24召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited financial statements and the reports of the directors and independent auditor for the year ended 31 December 2018.
2.(A) To re-elect Mr Simon To as a director of the Company.
(B) To re-elect Mr Christian Hogg as a director of the Company.
(C) To re-elect Mr Johnny Cheng as a director of the Company.
(D) To re-elect Dr Weiguo Su as a director of the Company.
(E) To re-elect Dr Dan Eldar as a director of the Company.
(F) To re-elect Ms Edith Shih as a director of the Company.
(G) To re-elect Mr Paul Carter as a director of the Company.
(H) To re-elect Dr Karen Ferrante as a director of the Company.
(I) To re-elect Mr Graeme Jack as a director of the Company.
(J) To re-elect Professor Tony Mok as a director of the Company.
3.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
4.To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:ORDINARY RESOLUTION
“THAT the authorised share capital of the Company be increased from US$75,000,000 to US$150,000,000 by addition of 75,000,000 ordinary shares of US$1 each in the capital of the Company.”
5.(A)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
ORDINARY RESOLUTION
“THAT:
(a)subject to paragraphs (b) and (c) of this resolution and in accordance with the articles of association of the Company (the “Articles”), the exercise by the board of directors of the Company (the “Board”) during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and otherwise deal with new shares of the Company (the “Shares”) and to allot, issue or grant securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares or such convertible securities, and to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers be generally and unconditionally approved;
(b)the approval in paragraph (a) of this resolution shall not extend beyond the Relevant Period but shall authorise the Board during the Relevant Period to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period;
(c)the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option or otherwise) by the Board pursuant to the approval in paragraph (a) of this resolution shall be:
(i)up to an aggregate nominal amount of US$22,219,248;
(ii)in connection with an offer of Equity Shares by way of a Rights Issue (as defined below) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange, up to a further aggregate nominal amount of US$22,219,248.”
(B)To consider and, if thought fit, pass the following resolution as a Special Resolution:
SPECIAL RESOLUTION
“THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered, in addition to any authorities granted under Resolution 5(C), to allot Equity Shares (within the meaning of article 12(4)of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to all authorities conferred by Resolution 5(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to:
(a)the allotment of Equity Shares in connection with an offer (whether by way of a Rights Issue (as defined below), open offer or otherwise) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange;
(b)the allotment of Equity Shares for cash (otherwise than pursuant to paragraph (a)of this resolution) up to an aggregate nominal amount of US$3,332,887.”
(C)To consider and, if thought fit, pass the following resolution as a Special Resolution:
SPECIAL RESOLUTION
“THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered, in addition to any authorities granted under Resolution 5(B), to allot Equity Shares (within the meaning of article 12(4)of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to all authorities conferred by Resolution 5(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to the allotment of Equity Shares for cash up to an aggregate nominal amount of US$9,998,661 in connection with an Equity Raise (as defined below).”
(D)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
ORDINARY RESOLUTION
“THAT the exercise by the Board of all the powers of the Company to purchase or repurchase on AIM, a market regulated by the London Stock Exchange, and the NASDAQ Global Select Market on which the securities of the Company are traded and recognised for this purpose, Shares (including any form of depositary interests or American depositary shares representing the right to receive such Shares issued by the Company) and the exercise by the Board of all powers of the Company to repurchase such securities, subject to and in accordance with all applicable laws and the requirements of the AIM Rules for Companies and the NASDAQ Global Select Market Rules, during the Relevant Period, be and are hereby generally and unconditionally approved (save that the Company may enter into a contract to purchase Shares before the approval in this resolution expires under which such purchase will or may be completed or executed wholly or partly after the approval in this resolution expires and may make a purchase of Shares pursuant to any such contract as if the approval in this resolution had not expired), provided that:
(a)the aggregate nominal amount of the Shares which may be purchased or repurchased by the Company pursuant to the approval in this resolution shall not exceed five per cent of the aggregate nominal amount of the share capital of the Company in issue at the date of passing this resolution, and the said approval shall be limited accordingly;
(b)the minimum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is US$1;
(c)the maximum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is the higher of:
(i)an amount equal to 105 per cent of the average of the middle market quotations for a Share as derived from the Daily Official List of the London Stock Exchange plc for the five business days immediately preceding the day on which the purchase or repurchase is made;
(ii)an amount equal to the higher of the price of the last independent trade of a Share and the highest current independent bid for a Share on the trading venue where the purchase or repurchase is carried out.”
|
| 2018-03-26 |
股东大会：
将于2018-04-27召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited financial statements and the reports of the directors and independent auditor for the year ended 31 December 2017.
2.To re-elect Mr Simon To as a director of the Company.
3.To re-elect Mr Christian Hogg as a director of the Company.
4.To re-elect Professor Tony Mok as a director of the Company.
5.To re-elect Ms Edith Shih as a director of the Company.
6.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
7.(A)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
ORDINARY RESOLUTION
“THAT:
(a)subject to paragraphs (b) and (c) of this resolution and in accordance with the articles of association of the Company (the “Articles”), the exercise by the board of directors of the Company (the “Board”) during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and otherwise deal with new shares of the Company (the “Shares”) and to allot, issue or grant securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares or such convertible securities, and to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers be generally and unconditionally approved;
(b)the approval in paragraph (a) of this resolution shall not extend beyond the Relevant Period but shall authorise the Board during the Relevant Period to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period;
(c)the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option or otherwise) by the Board pursuant to the approval in paragraph (a) of this resolution shall not exceed an aggregate nominal amount of US$8,552,963.”
(B)To consider and, if thought fit, pass the following resolution as a Special Resolution:
SPECIAL RESOLUTION
“THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to the authority conferred by Resolution 7(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to:
(a)the allotment of Equity Shares in connection with an offer (whether by way of a Rights Issue (as defined below), open offer or otherwise) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange;
(b)the allotment of Equity Shares for cash (otherwise than pursuant to paragraph (a) of this resolution) up to an aggregate nominal amount of US$3,322,352.”
(C)To consider and, if thought fit, pass the following resolution as a Special Resolution:
SPECIAL RESOLUTION
“THAT pursuant to article 12(4) of the Articles and in addition to any authority granted under Resolution 7(B):
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to the authority conferred by Resolution 7(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to the allotment of Equity Shares for cash:
(a)up to an aggregate nominal amount of US$3,322,352;
(b)used only for the purposes of financing (or refinancing, if such refinancing occurs within six months of the original transaction) a transaction which the directors determine to be an acquisition or other capital investment of a kind contemplated by the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this resolution.”
(D)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
ORDINARY RESOLUTION
“THAT the exercise by the Board of all the powers of the Company to purchase or repurchase on AIM, a market regulated by the London Stock Exchange, and the NASDAQ Global Select Market on which the securities of the Company are traded and recognised for this purpose, Shares (including any form of depositary interests or American depositary shares representing the right to receive such Shares issued by the Company) and the exercise by the Board of all powers of the Company to repurchase such securities, subject to and in accordance with all applicable laws and the requirements of the AIM Rules for Companies and the NASDAQ Global Select Market Rules, during the Relevant Period, be and are hereby generally and unconditionally approved (save that the Company may enter into a contract to purchase Shares before the approval in this resolution expires under which such purchase will or may be completed or executed wholly or partly after the approval in this resolution expires and may make a purchase of Shares pursuant to any such contract as if the approval in this resolution had not expired), provided that:
(a)the aggregate nominal amount of the Shares which may be purchased or repurchased by the Company pursuant to the approval in this resolution shall not exceed five per cent of the aggregate nominal amount of the share capital of the Company in issue at the date of passing this resolution, and the said approval shall be limited accordingly;
(b)the minimum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is US$1;
(c)the maximum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is the higher of:
(i)an amount equal to 105 per cent of the average of the middle market quotations for a Share as derived from the Daily Official List of the London Stock Exchange plc for the five business days immediately preceding the day on which the purchase or repurchase is made;
(ii)an amount equal to the higher of the price of the last independent trade of a Share and the highest current independent bid for a Share on the trading venue where the purchase or repurchase is carried out.”
|
| 2018-03-26 |
股东大会：
将于2018-04-27召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited financial statements and the reports of the directors and independent auditor for the year ended 31 December 2017.
2.To re-elect Mr Simon To as a director of the Company.
3.To re-elect Mr Christian Hogg as a director of the Company.
4.To re-elect Professor Tony Mok as a director of the Company.
5.To re-elect Ms Edith Shih as a director of the Company.
6.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
7.(A)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
ORDINARY RESOLUTION
“THAT:
(a)subject to paragraphs (b) and (c) of this resolution and in accordance with the articles of association of the Company (the “Articles”), the exercise by the board of directors of the Company (the “Board”) during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and otherwise deal with new shares of the Company (the “Shares”) and to allot, issue or grant securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares or such convertible securities, and to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers be generally and unconditionally approved;
(b)the approval in paragraph (a) of this resolution shall not extend beyond the Relevant Period but shall authorise the Board during the Relevant Period to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period;
(c)the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option or otherwise) by the Board pursuant to the approval in paragraph (a) of this resolution shall not exceed an aggregate nominal amount of US$8,552,963.”
(B)To consider and, if thought fit, pass the following resolution as a Special Resolution:
SPECIAL RESOLUTION
“THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to the authority conferred by Resolution 7(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to:
(a)the allotment of Equity Shares in connection with an offer (whether by way of a Rights Issue (as defined below), open offer or otherwise) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange;
(b)the allotment of Equity Shares for cash (otherwise than pursuant to paragraph (a) of this resolution) up to an aggregate nominal amount of US$3,322,352.”
(C)To consider and, if thought fit, pass the following resolution as a Special Resolution:
SPECIAL RESOLUTION
“THAT pursuant to article 12(4) of the Articles and in addition to any authority granted under Resolution 7(B):
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to the authority conferred by Resolution 7(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to the allotment of Equity Shares for cash:
(a)up to an aggregate nominal amount of US$3,322,352;
(b)used only for the purposes of financing (or refinancing, if such refinancing occurs within six months of the original transaction) a transaction which the directors determine to be an acquisition or other capital investment of a kind contemplated by the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this resolution.”
(D)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
ORDINARY RESOLUTION
“THAT the exercise by the Board of all the powers of the Company to purchase or repurchase on AIM, a market regulated by the London Stock Exchange, and the NASDAQ Global Select Market on which the securities of the Company are traded and recognised for this purpose, Shares (including any form of depositary interests or American depositary shares representing the right to receive such Shares issued by the Company) and the exercise by the Board of all powers of the Company to repurchase such securities, subject to and in accordance with all applicable laws and the requirements of the AIM Rules for Companies and the NASDAQ Global Select Market Rules, during the Relevant Period, be and are hereby generally and unconditionally approved (save that the Company may enter into a contract to purchase Shares before the approval in this resolution expires under which such purchase will or may be completed or executed wholly or partly after the approval in this resolution expires and may make a purchase of Shares pursuant to any such contract as if the approval in this resolution had not expired), provided that:
(a)the aggregate nominal amount of the Shares which may be purchased or repurchased by the Company pursuant to the approval in this resolution shall not exceed five per cent of the aggregate nominal amount of the share capital of the Company in issue at the date of passing this resolution, and the said approval shall be limited accordingly;
(b)the minimum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is US$1;
(c)the maximum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is the higher of:
(i)an amount equal to 105 per cent of the average of the middle market quotations for a Share as derived from the Daily Official List of the London Stock Exchange plc for the five business days immediately preceding the day on which the purchase or repurchase is made;
(ii)an amount equal to the higher of the price of the last independent trade of a Share and the highest current independent bid for a Share on the trading venue where the purchase or repurchase is carried out.”
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| 2017-05-18 |
股东大会：
将于2017-05-16召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Proposal regarding the Company’s Fulfillment of the Conditions for Non-public Issuance of A Shares.
2.To consider and approve the Proposal regarding the Company’s Scheme for Non-public Issuance of A Shares.
3.To consider and approve the Proposal on the Company’s Plan for Non-public Issuance of A Shares.
4.
To consider and approve the Proposal regarding the Feasibility Analysis Report on the Investment Projects with the Proceeds of the Company’s Non-public Issuance of A Shares.
5.To consider and approve the Proposal regarding the Report on the Use of the Proceeds Raised in the Latest Share Offering of the Company.
6.To consider and approve the Proposal regarding the Risk Warnings and Make-up Measures for the Company’s Diluted Immediate Return on Non-public Issuance of A Shares.
7.To consider and approve the Proposal regarding the Commitments of the Controlling Shareholders, Directors and Senior Management on Adopting Make-up Measures for the Diluted Immediate Return on Non-public Issuance of A Shares.
8.To consider and approve the Proposal regarding the Company’s Shareholder Return Plan for the Next Three Years (2017-2019).
9.To consider and approve the Proposal regarding the Convening a General Meeting to Authorize the Board of Directors to Deal With the Issues Related to the Non-public Issuance of A Shares.
|
| 2017-05-18 |
股东大会：
将于2017-05-16召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Proposal regarding the Company’s Fulfillment of the Conditions for Non-public Issuance of A Shares.
2.To consider and approve the Proposal regarding the Company’s Scheme for Non-public Issuance of A Shares.
3.To consider and approve the Proposal on the Company’s Plan for Non-public Issuance of A Shares.
4.
To consider and approve the Proposal regarding the Feasibility Analysis Report on the Investment Projects with the Proceeds of the Company’s Non-public Issuance of A Shares.
5.To consider and approve the Proposal regarding the Report on the Use of the Proceeds Raised in the Latest Share Offering of the Company.
6.To consider and approve the Proposal regarding the Risk Warnings and Make-up Measures for the Company’s Diluted Immediate Return on Non-public Issuance of A Shares.
7.To consider and approve the Proposal regarding the Commitments of the Controlling Shareholders, Directors and Senior Management on Adopting Make-up Measures for the Diluted Immediate Return on Non-public Issuance of A Shares.
8.To consider and approve the Proposal regarding the Company’s Shareholder Return Plan for the Next Three Years (2017-2019).
9.To consider and approve the Proposal regarding the Convening a General Meeting to Authorize the Board of Directors to Deal With the Issues Related to the Non-public Issuance of A Shares.
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| 2017-03-27 |
股东大会：
将于2017-04-27召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited fnancial statements and the reports of the directors and independent auditor for the year ended 31 December 2016.
2.To re-elect Mr Paul Carter as a director of the Company.
3.To re-elect Mr Johnny Cheng as a director of the Company.
4.To re-elect Dr Dan Eldar as a director of the Company.
5.To re-elect Dr Karen Ferrante as a director of the Company.
6.To re-elect Mr Graeme Jack as a director of the Company.
7.To re-elect Ms Edith Shih as a director of the Company.
8.To re-elect Dr Weiguo Su as a director of the Company.
9.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
10.(A) To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
THAT:
(a)subject to paragraphs (b) and (c) of this resolution and in accordance with the articles of association of the Company (the “Articles”), the exercise by the board of directors of the Company (the “Board”) during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and otherwise deal with new shares of the Company (the “Shares”) and to allot, issue or grant securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares or such convertible securities, and to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers be generally and unconditionally approved;
(b)the approval in paragraph (a) of this resolution shall not extend beyond the Relevant Period but shall authorise the Board during the Relevant Period to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period;
(c)the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option or otherwise) by the Board pursuant to the approval in paragraph (a) of this resolution shall not exceed an aggregate nominal amount of US$14,294,177.”
(B)To consider and, if thought fit, pass the following resolution as a Special Resolution:
THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to the authority conferred by Resolution 10(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to the allotment of Equity Shares in connection with the Equity Raise
(C)To consider and, if thought fit, pass the following resolution as a Special Resolution:
THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to the authority conferred by Resolution 10(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to:
(a)the allotment of Equity Shares in connection with an offer (whether by way of a Rights Issue (as defined below), open offer or otherwise) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange;
(b)the allotment of Equity Shares for cash (otherwise than pursuant to paragraph (a) of this resolution) up to an aggregate nominal amount of US$3,035,291.”
(D)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
(a)the aggregate nominal amount of the Shares which may be purchased or repurchased by the Company pursuant to the approval in this resolution shall not exceed five per cent of the aggregate nominal amount of the share capital of the Company in issue at the date of passing this resolution, and the said approval shall be limited accordingly;
(b)the minimum price (excluding expenses) which may be paid for a Share which may be purchased or repurchas
(c)the maximum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is the higher of:
(i)an amount equal to 105 per cent of the average of the middle market quotations for a Share as derived from the Daily Official List of the London Stock Exchange plc for the five business days immediately preceding the day on which the purchase or repurchase is made;
(ii)an amount equal to the higher of the price of the last independent trade of a Share and the highest current independent bid for a Share on the trading venue where the purchase or repurchase is carried out.”
|
| 2017-03-27 |
股东大会：
将于2017-04-27召开股东大会
会议内容 ▼▲
- 1.To consider and adopt the audited fnancial statements and the reports of the directors and independent auditor for the year ended 31 December 2016.
2.To re-elect Mr Paul Carter as a director of the Company.
3.To re-elect Mr Johnny Cheng as a director of the Company.
4.To re-elect Dr Dan Eldar as a director of the Company.
5.To re-elect Dr Karen Ferrante as a director of the Company.
6.To re-elect Mr Graeme Jack as a director of the Company.
7.To re-elect Ms Edith Shih as a director of the Company.
8.To re-elect Dr Weiguo Su as a director of the Company.
9.To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
10.(A) To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
THAT:
(a)subject to paragraphs (b) and (c) of this resolution and in accordance with the articles of association of the Company (the “Articles”), the exercise by the board of directors of the Company (the “Board”) during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and otherwise deal with new shares of the Company (the “Shares”) and to allot, issue or grant securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares or such convertible securities, and to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers be generally and unconditionally approved;
(b)the approval in paragraph (a) of this resolution shall not extend beyond the Relevant Period but shall authorise the Board during the Relevant Period to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period;
(c)the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option or otherwise) by the Board pursuant to the approval in paragraph (a) of this resolution shall not exceed an aggregate nominal amount of US$14,294,177.”
(B)To consider and, if thought fit, pass the following resolution as a Special Resolution:
THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to the authority conferred by Resolution 10(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to the allotment of Equity Shares in connection with the Equity Raise
(C)To consider and, if thought fit, pass the following resolution as a Special Resolution:
THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period (provided that the Board may during the Relevant Period make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period as if the powers granted pursuant to this resolution had not expired) for cash pursuant to the authority conferred by Resolution 10(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to:
(a)the allotment of Equity Shares in connection with an offer (whether by way of a Rights Issue (as defined below), open offer or otherwise) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange;
(b)the allotment of Equity Shares for cash (otherwise than pursuant to paragraph (a) of this resolution) up to an aggregate nominal amount of US$3,035,291.”
(D)To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
(a)the aggregate nominal amount of the Shares which may be purchased or repurchased by the Company pursuant to the approval in this resolution shall not exceed five per cent of the aggregate nominal amount of the share capital of the Company in issue at the date of passing this resolution, and the said approval shall be limited accordingly;
(b)the minimum price (excluding expenses) which may be paid for a Share which may be purchased or repurchas
(c)the maximum price (excluding expenses) which may be paid for a Share which may be purchased or repurchased by the Company pursuant to the approval in this resolution is the higher of:
(i)an amount equal to 105 per cent of the average of the middle market quotations for a Share as derived from the Daily Official List of the London Stock Exchange plc for the five business days immediately preceding the day on which the purchase or repurchase is made;
(ii)an amount equal to the higher of the price of the last independent trade of a Share and the highest current independent bid for a Share on the trading venue where the purchase or repurchase is carried out.”
|
| 2016-03-24 |
股东大会：
将于2016-04-27召开股东大会
会议内容 ▼▲
- 1. To consider and adopt the statement of audited accounts and the reports of the directors and independent auditor for the year ended 31 December 2015.
2. To re-elect Mr Simon To, Mr Christian Hogg, Mr Christian Salbaing, Ms Edith Shih, Mr Christopher Nash, Mr Michael Howell and Professor Christopher Huang, each of whom retires by rotation, as directors of the Company.
3. To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
4. (A) To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
THAT:
(a) subject to paragraphs (b) and (c) of this resolution and in accordance with the articles of association of the Company (the “Articles”), the exercise by the board of directors of the Company (the “Board”) during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and otherwise deal with new shares of the Company (the “Shares”) and to allot, issue or grant securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares or such convertible securities, and to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers be generally and unconditionally approved;
(b)the approval in paragraph (a) of this resolution shall not extend beyond the Relevant Period but shall authorise the Board during the Relevant Period to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period;
(c) the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option or otherwise) by the Board pursuant to the approval in paragraph (a) of this resolution shall not exceed an aggregate nominal amount of US$18,466,882.
(B) To consider and, if thought fit, pass the following resolution as a Special Resolution:
THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period for cash pursuant to the authority conferred by Resolution 4(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to:
(a) the allotment of Equity Shares in connection with an offer (whether by way of a Rights Issue (as defined below), open offer or otherwise) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange;
(b) to the extent the authority and power granted to the Board at the Company’s extraordinary general meeting held on 10 November 2015 has not been utilised in full, the allotment of Equity Shares in connection with the Equity Raise (as defined below);
(c) the allotment of Equity Shares for cash (otherwise than pursuant to paragraphs (a) and (b) of this resolution) up to an aggregate nominal amount of US$2,826,655.
(C) To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
THAT:
(a) subject to paragraph (b) of this resolution, the exercise by the Board of all the powers of the Company to purchase or repurchase on AIM, a market regulated by the London Stock Exchange on which the securities of the Company are traded and recognised for this purpose, Shares (including any form of depositary interests representing the right to receive such Shares issued by the Company) and the exercise by the Board of all powers of the Company to repurchase such securities, subject to and in accordance with all applicable laws and the requirements of the AIM Rules for Companies, during the Relevant Period, be and are hereby generally and unconditionally approved (save that the Company may enter into a contract to purchase Shares before this authority expires under which such purchase will or may be completed or executed wholly or partly after this authority expires and may make a purchase of Shares pursuant to any such contract as if this authority had not expired);
(b) the aggregate nominal amount of the Shares which may be purchased or repurchased by the Company pursuant to the approval in paragraph (a) of this resolution during the Relevant Period shall not exceed 5% of the aggregate nominal amount of the share capital of the Company in issue at the date of passing this resolution, and the said approval shall be limited accordingly.
|
| 2016-03-24 |
股东大会：
将于2016-04-27召开股东大会
会议内容 ▼▲
- 1. To consider and adopt the statement of audited accounts and the reports of the directors and independent auditor for the year ended 31 December 2015.
2. To re-elect Mr Simon To, Mr Christian Hogg, Mr Christian Salbaing, Ms Edith Shih, Mr Christopher Nash, Mr Michael Howell and Professor Christopher Huang, each of whom retires by rotation, as directors of the Company.
3. To re-appoint PricewaterhouseCoopers as the auditor of the Company and authorise the board of directors to fix the auditor’s remuneration.
4. (A) To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
THAT:
(a) subject to paragraphs (b) and (c) of this resolution and in accordance with the articles of association of the Company (the “Articles”), the exercise by the board of directors of the Company (the “Board”) during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and otherwise deal with new shares of the Company (the “Shares”) and to allot, issue or grant securities convertible into Shares, or options, warrants or similar rights to subscribe for any Shares or such convertible securities, and to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers be generally and unconditionally approved;
(b)the approval in paragraph (a) of this resolution shall not extend beyond the Relevant Period but shall authorise the Board during the Relevant Period to make or grant offers, agreements, options and warrants which would or might require the exercise of such powers after the end of the Relevant Period;
(c) the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to an option or otherwise) by the Board pursuant to the approval in paragraph (a) of this resolution shall not exceed an aggregate nominal amount of US$18,466,882.
(B) To consider and, if thought fit, pass the following resolution as a Special Resolution:
THAT pursuant to article 12(4) of the Articles and in substitution for all existing authorities under that article:
The Board be and is generally empowered to allot Equity Shares (within the meaning of article 12(4) of the Articles) during the Relevant Period for cash pursuant to the authority conferred by Resolution 4(A) as if article 12(4) did not apply to any such allotment, provided that this power shall be limited to:
(a) the allotment of Equity Shares in connection with an offer (whether by way of a Rights Issue (as defined below), open offer or otherwise) to the holders of Shares in the capital of the Company in proportion (as nearly as practicable) to the respective number of Shares held by them, subject to exclusions or other arrangements as the Board may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange;
(b) to the extent the authority and power granted to the Board at the Company’s extraordinary general meeting held on 10 November 2015 has not been utilised in full, the allotment of Equity Shares in connection with the Equity Raise (as defined below);
(c) the allotment of Equity Shares for cash (otherwise than pursuant to paragraphs (a) and (b) of this resolution) up to an aggregate nominal amount of US$2,826,655.
(C) To consider and, if thought fit, pass the following resolution as an Ordinary Resolution:
THAT:
(a) subject to paragraph (b) of this resolution, the exercise by the Board of all the powers of the Company to purchase or repurchase on AIM, a market regulated by the London Stock Exchange on which the securities of the Company are traded and recognised for this purpose, Shares (including any form of depositary interests representing the right to receive such Shares issued by the Company) and the exercise by the Board of all powers of the Company to repurchase such securities, subject to and in accordance with all applicable laws and the requirements of the AIM Rules for Companies, during the Relevant Period, be and are hereby generally and unconditionally approved (save that the Company may enter into a contract to purchase Shares before this authority expires under which such purchase will or may be completed or executed wholly or partly after this authority expires and may make a purchase of Shares pursuant to any such contract as if this authority had not expired);
(b) the aggregate nominal amount of the Shares which may be purchased or repurchased by the Company pursuant to the approval in paragraph (a) of this resolution during the Relevant Period shall not exceed 5% of the aggregate nominal amount of the share capital of the Company in issue at the date of passing this resolution, and the said approval shall be limited accordingly.
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