| 2023-03-29 |
详情>>
业绩披露：
2022年年报每股收益0.82元,归母净利润1493.80亿元,同比去年增长62.07%
|
| 2022-08-25 |
详情>>
业绩披露：
2022年中报每股收益0.45元,归母净利润823.91亿元,同比去年增长55.35%
|
| 2022-04-29 |
详情>>
业绩披露：
2019年年报每股收益0.25元,归母净利润456.82亿元,同比去年增长-13.87%
|
| 2022-04-29 |
详情>>
业绩披露：
2021年年报每股收益0.50元,归母净利润921.70亿元,同比去年增长384.95%
|
| 2022-04-29 |
详情>>
业绩披露：
2022年一季报每股收益0.21元,归母净利润390.60亿元,同比去年增长40.90%
|
| 2022-04-22 |
股东大会：
将于2022-06-09召开股东大会
会议内容 ▼▲
- 1.To consider and approve the report of the board of directors of the Company (the “Board”) for the year 2021;
2.To consider and approve the report of the supervisory committee of the Company for the year 2021;
3.To consider and approve the financial report of the Company for the year 2021;
4.To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2021 in the amount and in the manner recommended by the Board;
5.To consider and approve the authorisation of the Board to determine the distribution of interim dividends for the year 2022;
6.To consider and approve the appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the domestic and international auditors of the Company for the year 2022 and to authorise the Board to determine their remuneration;
7.To consider and approve the guarantees to be provided to the subsidiaries and affiliated companies of the Company and relevant authorization to the Board;
8.To consider and approve the unconditional granting of a general mandate to the Board to issue debt financing instruments of the Company:
(a)The Board be and is hereby granted an unconditional general mandate to determine and deal with the issue of debt financing instruments of the Company in outstanding balance amount of up to RMB100 billion (or if issued in foreign currency, equivalent to the middle exchange rate announced by the People’s Bank of China on the date of issue), upon such terms and conditions to be determined by the Board.
(b)The Board be and is hereby authorized to determine and approve the category, specific types, specific terms, conditions and other matters in respect of the issue of such instruments, including but not limited to the issue size, actual amount, currency, issue methods, issue prices, coupon rates or methods of determining the coupon rates, venue of issuance, timing of issuance, term of issuance, whether to issue in tranches and the number of tranches, whether any terms for repurchase and redemption will be in place, rating arrangements, guarantee, schedule of repayment of the principal and the interests, specific arrangements in relation to use of proceeds as approved by the shareholders’ general meeting, specific placing arrangements and underwriting arrangements.
(c)The Board be and is hereby authorized to take actions and steps as it may consider necessary or supplementary in connection with the issue of such debt financing instruments (including but not limited to engaging professional agencies, handling issues on approval, registration, filing and other procedures in connection with the issue from the relevant authorities on behalf of the Company, signing all necessary legal documents for the issue, appointing the bond trustee in connection with the issue, determining the rules for meetings of the bond holders and handling other relevant issues on issue and trading activities).
(d)Where the Board has already taken actions and steps with respect to the issue of such debt financing instruments, such actions and steps be and are hereby approved, confirmed and ratified.
(e)The Board be and is hereby authorized to make corresponding changes to the plan of such issuance based on opinions of the regulatory authorities or the market conditions by then in accordance with the authorization granted at the shareholders’ general meeting when there is any change on the policies which affects the issue of such instruments or when there are changes on the market conditions, save for issues which are subject to further approval at shareholders’ general meeting as required by the relevant laws, regulations and the articles of association of the Company.
(f)The Board be and is hereby authorized to determine and deal with relevant issues in connection with the listing of such debt financing instruments after the issue of such debt financing instruments.
(g)In the event the Company issues such instrument and would expect to fail to pay the principal or coupon interests of such instrument on schedule, or fail to pay the principal and coupon interests on the due date during the subsistence of such instrument, the Board of Directors shall be authorized to determine not to distribute dividends to the shareholders of the Company as protection measures for repayment of debts as required under the relevant laws and regulations.
(h)the Board be and is hereby authorized to further authorize the chief financial officer of the Company to exercise all such power granted to the Board by reference to the specific needs of the Company and other market conditions, subject to the approval and authorization of sub-paragraphs (b) to (g) of this resolution at the annual general meeting.
(i)For the purpose of information disclosure, the secretary to the Board is authorized to approve, sign and distribute relevant announcements, notice of shareholders’ general meeting, circulars and other documents pursuant to the applicable listing rules of the stock exchanges on which the shares of the Company are listed.
(j)The period of the issuance of debt financing instruments commences from the passing of the mandate at this annual general meeting and ends on the 2022 annual general meeting of the Company.”
|
| 2021-10-28 |
详情>>
业绩披露：
2021年三季报(累计)每股收益0.41元,归母净利润751.26亿元,同比去年增长646.26%
|
| 2021-09-07 |
股东大会：
将于2021-10-21召开股东大会
会议内容 ▼▲
- 1.To consider and, if thought fit, to pass the following as ordinary resolutions: To consider and approve the election of the following persons nominated as directors of the Company:
(1)Mr. Hou Qijun as director of the Company;
(2)Mr. Ren Lixin as director of the Company.
|
| 2021-09-06 |
温馨提示：
美股因劳工节，9月6日休市一天
|
| 2021-08-26 |
详情>>
业绩披露：
2021年中报每股收益0.29元,归母净利润530.37亿元,同比去年增长276.89%
|
| 2021-04-29 |
详情>>
业绩披露：
2020年年报每股收益0.10元,归母净利润190.06亿元,同比去年增长-58.39%
|
| 2021-04-29 |
详情>>
业绩披露：
2021年一季报每股收益0.15元,归母净利润277.21亿元,同比去年增长270.80%
|
| 2021-04-20 |
股东大会：
将于2021-06-10召开股东大会
会议内容 ▼▲
- 1.To consider and approve the report of the board of directors of the Company (the “Board”) for the year 2020;
2.To consider and approve the report of the supervisory committee of the Company for the year 2020;
3.To consider and approve the financial report of the Company for the year 2020;
4.To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2020 in the amount and in the manner recommended by the Board;
5.To consider and approve the authorisation of the Board to determine the distribution of interim dividends for the year 2021;
6.To consider and approve the appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the domestic and international auditors of the Company for the year 2021 and to authorise the Board to determine their remuneration;
7.To consider and approve the guarantees to be provided to the subsidiaries and affiliated companies of the Company and relevant authorization to the Board;
8.To consider and approve the unconditional granting of a general mandate to the Board to issue debt financing instruments of the Company:
(a)The Board be and is hereby granted an unconditional general mandate to determine and deal with the issue of debt financing instruments of the Company in outstanding balance amount of up to RMB100 billion (or if issued in foreign currency, equivalent to the middle exchange rate announced by the People’s Bank of China on the date of issue), upon such terms and conditions to be determined by the Board.
(b)The Board be and is hereby authorized to determine and approve the category, specific types, specific terms, conditions and other matters in respect of the issue of such instruments, including but not limited to the issue size, actual amount, currency, issue methods, issue prices, coupon rates or methods of determining the coupon rates, venue of issuance, timing of issuance, term of issuance, whether to issue in tranches and the number of tranches, whether any terms for repurchase and redemption will be in place, rating arrangements, guarantee, schedule of repayment of the principal and the interests, specific arrangements in relation to use of proceeds as approved by the shareholders’ general meeting, specific placing arrangements and underwriting arrangements.
(c)The Board be and is hereby authorized to take actions and steps as it may consider necessary or supplementary in connection with the issue of such debt financing instruments (including but not limited to engaging professional agencies, handling issues on approval, registration, filing and other procedures in connection with the issue from the relevant authorities on behalf of the Company, signing all necessary legal documents for the issue, appointing the bond trustee in connection with the issue, determining the rules for meetings of the bond holders and handling other relevant issues on issue and trading activities).
(d)Where the Board has already taken actions and steps with respect to the issue of such debt financing instruments, such actions and steps be and are hereby approved, confirmed and ratified.
(e)The Board be and is hereby authorized to make corresponding changes to the plan of such issuance based on opinions of the regulatory authorities or the market conditions by then in accordance with the authorization granted at the shareholders’ general meeting when there is any change on the policies which affects the issue of such instruments or when there are changes on the market conditions, save for issues which are subject to further approval at shareholders’ general meeting as required by the relevant laws, regulations and the articles of association of the Company.
(f)The Board be and is hereby authorized to determine and deal with relevant issues in connection with the listing of such debt financing instruments after the issue of such debt financing instruments.
(g)In the event the Company issues such instrument and would expect to fail to pay the principal or coupon interests of such instrument on schedule, or fail to pay the principal and coupon interests on the due date during the subsistence of such instrument, the Board of Directors shall be authorized to determine not to distribute dividends to the shareholders of the Company as protection measures for repayment of debts as required under the relevant laws and regulations.
(h)the Board be and is hereby authorized to further authorize the chief financial officer of the Company to exercise all such power granted to the Board by reference to the specific needs of the Company and other market conditions, subject to the approval and authorization of sub-paragraphs (b) to (g)of this resolution at the annual general meeting.
(i)For the purpose of information disclosure, the secretary to the Board is authorized to approve, sign and distribute relevant announcements, notice of shareholders’ general meeting, circulars and other documents pursuant to the applicable listing rules of the stock exchanges on which the shares of the Company are listed.
(j)The period of the issuance of debt financing instruments commences from the passing of the mandate at this annual general meeting and ends on the 2021 annual general meeting of the Company.”
|
| 2020-10-29 |
详情>>
业绩披露：
2020年三季报(累计)每股收益0.06元,归母净利润100.67亿元,同比去年增长-72.98%
|
| 2020-10-20 |
股东大会：
将于2020-11-05召开股东大会
会议内容 ▼▲
- 1.To consider and approve the following resolution in respect of continuing connected transactions: “THAT, as set out in the circular dated 15 September 2020 issued by the Company to its shareholders (the “Circular”): the New Comprehensive Agreement entered into between the Company and China National Petroleum Corporation be and is hereby approved, ratified and confirmed and the execution of the New Comprehensive Agreement by Mr. Chai Shouping for and on behalf of the Company be and is hereby approved, ratified and confirmed; Mr. Chai Shouping be and is hereby authorised to make any amendment to the New Comprehensive Agreement as he thinks desirable and necessary and to do all such further acts and things and execute such further documents and take all such steps which in his opinion may be necessary, desirable or expedient to implement and/or give effect to the terms of such transactions; and the Non-Exempt Continuing Connected Transactions and the proposed annual caps of the Non- Exempt Continuing Connected Transactions under the New Comprehensive Agreement, which the Company expects to occur in the ordinary and usual course of business of the Company and its subsidiaries, as the case may be, and to be conducted on normal commercial terms, be and are hereby generally and unconditionally approved.”
2.To consider and approve the election of Mr. Lv Bo as a supervisor of the Company.
|
| 2020-08-12 |
股东大会：
将于2020-09-28召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Transactions, and to authorize the Chairman (and the authorized representatives of the Chairman) to take all necessary actions to determine and deal with the Transactions, approve the relevant agreements, contracts and legal documents, amend, supplement, sign, submit, report and execute all agreements, contracts and documents as deemed appropriate or necessary, deal with the relevant declaration matters, and take all other actions as deemed necessary, beneficial or appropriate to execute the terms of the Transactions and/or make the terms of the Transactions effective;
2.To consider and approve the election of Mr. Huang Yongzhang as director of the Company.
|
| 2020-04-22 |
股东大会：
将于2020-06-11召开股东大会
会议内容 ▼▲
- ORDINARY RESOLUTIONS
1.To consider and approve the report of the board of directors of the Company (the “Board”) for the year 2019;
2.To consider and approve the report of the supervisory committee of the Company for the year 2019;
3.To consider and approve the financial report of the Company for the year 2019;
4.To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2019 in the amount and in the manner recommended by the Board;
5.To consider and approve the authorisation of the Board to determine the distribution of interim dividends for the year 2020;
6.To consider and approve the appointment of KPMG Huazhen and KPMG as the domestic and international auditors of the Company, respectively, for the year 2020 and to authorise the Board to determine their remuneration;
7.To consider and approve the election and appointment of the following persons nominated as directors of the Company:
(1)Liu Yuezhen as a director of the Company;
(2)Duan Liangwei as a director of the Company.
8.To consider and approve the election and appointment of the following persons nominated as independent non-executive directors of the Company:
(1)Elsie Leung Oi-sie as an independent non-executive director of the Company;
(2)Tokuchi Tatsuhito as an independent non-executive director of the Company;
(3)Simon Henry as an independent non-executive director of the Company;
(4)Cai Jinyong as an independent non-executive director of the Company;
(5)Jiang, Simon X. as an independent non-executive director of the Company.
9.To consider and approve the election and appointment of the following persons nominated as supervisors of the Company:
(1)Xu Wenrong as a supervisor of the Company;
(2)Zhang Fengshan as a supervisor of the Company;
(3)Jiang Lifu as a supervisor of the Company;
(4)Lu Yaozhong as a supervisor of the Company;
(5)Wang Liang as a supervisor of the Company.
10.To consider and approve the guarantees to be provided to the subsidiaries and affiliated companies of the Company and relevant authorization to the Board;
SPECIAL RESOLUTIONS
11.To consider and approve the unconditional granting of a general mandate to the Board to issue debt financing instruments of the Company:
“THAT:
(a)The Board be and is hereby granted an unconditional general mandate to determine and deal with the issue of debt financing instruments of the Company in outstanding balance amount of up to RMB150 billion (or if issued in foreign currency, equivalent to the middle exchange rate announced by the People’s Bank of China on the date of issue), upon such terms and conditions to be determined by the Board.
(b)The Board be and is hereby authorized to determine and approve the category, specific types, specific terms, conditions and other matters in respect of the issue of such instruments, including but not limited to the issue size, actual amount, currency, issue methods, issue prices, coupon rates or methods of determining the coupon rates, venue of issuance, timing of issuance, term of issuance, whether to issue in tranches and the number of tranches, whether any terms for repurchase and redemption will be in place, rating arrangements, guarantee, schedule of repayment of the principal and the interests, specific arrangements in relation to use of proceeds as approved by the shareholders’ general meeting, specific placing arrangements and underwriting arrangements.
(c)The Board be and is hereby authorized to take actions and steps as it may consider necessary or supplementary in connection with the issue of such debt financing instruments (including but not limited to engaging professional agencies, handling issues on approval, registration, filing and other procedures in connection with the issue from the relevant authorities on behalf of the Company, signing all necessary legal documents for the issue, appointing the bond trustee in connection with the issue, determining the rules for meetings of the bond holders and handling other relevant issues on issue and trading activities).
(d)Where the Board has already taken actions and steps with respect to the issue of such debt financing instruments, such actions and steps be and are hereby approved, confirmed and ratified.
(e)The Board be and is hereby authorized to make corresponding changes to the plan of such issuance based on opinions of the regulatory authorities or the market conditions by then in accordance with the authorization granted at the shareholders’ general meeting when there is any change on the policies which affects the issue of such instruments or when there are changes on the market conditions, save for issues which are subject to further approval at shareholders’ general meeting as required by the relevant laws, regulations and the articles of association of the Company.
(f)The Board be and is hereby authorized to determine and deal with relevant issues in connection with the listing of such debt financing instruments after the issue of such debt financing instruments.
(g)In the event the Company issues such instrument and would expect to fail to pay the principal or coupon interests of such instrument on schedule, or fail to pay the principal and coupon interests on the due date during the subsistence of such instrument, the Board of Directors shall be authorized to determine not to distribute dividends to the shareholders of the Company as protection measures for repayment of debts as required under the relevant laws and regulations.
(h)the Board be and is hereby authorized to further authorize the chief financial officer of the Company to exercise all such power granted to the Board by reference to the specific needs of the Company and other market conditions, subject to the approval and authorization of sub-paragraphs (b) to (g) of this resolution at the annual general meeting.
(i)For the purpose of information disclosure, the secretary to the Board is authorized to approve, sign and distribute relevant announcements, notice of shareholders’ general meeting, circulars and other documents pursuant to the applicable listing rules of the stock exchanges on which the shares of the Company are listed.
(j)The period of the issuance of debt financing instruments commences from the passing of the mandate at this annual general meeting and ends on the 2020 annual general meeting of the Company.”
12.To consider and approve the granting of a general mandate to the Board to issue the Shares:
“THAT:
(a)Subject to paragraph (b) below, relevant laws and regulations, the regulatory rules of the places where the Company is listed and the articles of association of the Company, the Board be and is hereby granted an unconditional general mandate to separately or concurrently issue additional domestic shares (A Shares) and/or overseas listed foreign shares (H Shares) of the Company in accordance with the status quo of the market during the relevant period, including to decide on the class and number of Shares to be issued; the pricing mechanism and/or the issue price (or the range of issue price); the opening and closing date and time of such issue; the class and number of Shares to be issued to existing shareholders of the Company, and use of proceeds; to make any proposals, enter into any agreements or grant any share options or conversion rights which may involve the exercise of the power mentioned above.
(b)The number of the domestic shares (A Shares) and/or overseas listed foreign shares (H Shares) separately or concurrently issued and allotted (whether or not by way of the exercise of share options, conversion rights or by any other means) in accordance with the general mandate in paragraph (a) above shall not exceed 10% of each of existing domestic shares (A Shares) or overseas listed foreign shares (H Shares) of the Company in issue as at the date of passing of this resolution at this annual general meeting.
(c)The Board may make any proposals, enter into any agreements or grant any share options or conversion rights which require or may require the exercise, after the expiry of the relevant period of this mandate, of the power mentioned above.
(d)For the purposes of this resolution, the relevant period of this mandate means the period from the passing of this resolution at the 2019 annual general meeting until the earliest of: (i) the conclusion of the 2020 annual general meeting of the Company; (ii) the expiration of the 12-month period following the passing of this resolution at the 2019 annual general meeting; and (iii) the date on which the mandate set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company at a general meeting.
(e)The Board be and is hereby authorised to increase the registered share capital and make such amendments to the articles of association of the Company in due course as it thinks fit so as to reflect the new capital structure and the new registered share capital of the Company by reference to the manner of the issuance, class and number of shares of the Company issued, as well as the actual status of the capital structure of the Company after completion of such issuance.
(f)The Board be and is hereby authorised to execute and do or procure to be executed and done, all such things as it may consider necessary in connection with the issue of such shares under the general mandate so long as the same does not contravene laws, regulations, regulatory rules of the places where the Company is listed, or the articles of association of the Company.
(g)In order to facilitate executing the general mandate in accordance with the paragraphs above in a timely manner, the Board be and is hereby authorised to establish a special committee of the Board (the “Special Committee”) comprising chairman of the Board, an executive director and a non-executive director of the Company and to authorise such committee on the passing of sub-paragraphs (a) to (f) above at this annual general meeting and within the relevant period of this mandate:
(i)depending on the actual market conditions, to determine the method of issuance, the target for issuance as well as the amount and proportion of issuance, pricing method and/or price of issuance (including price range), the start and end time, the listing time, use of proceeds and other matters;
(ii)to make any proposals, enter into any agreements or grant any share options or conversion rights which is necessary to or may be necessary to involve the exercise of the power mentioned above after the relevant period of this mandate;
(iii)to engage professional agencies and sign relevant engagement agreements;
(iv)to sign the underwriting agreement, sponsors agreement, listing agreement and all other documents as considered necessary for executing the general mandate on behalf of the Company;
(v)to handle the registration of change in registered share capital and shareholders on a timely basis according to the manner of issuance, type and amount of the shares issued and the actual situation of the capital structure of the Company after completion of such issuance;
(vi)to apply for approval, registration, filing and other procedures in connection with the issuance and listing of such shares with the relevant authorities on behalf of the Company;
(vii)to determine and pay the listing fee and application fee;
(viii)to amend the articles of association of the Company and make necessary registration and filing according to the manner of issuance, type and number of the shares issued and the actual situation of the capital structure of the Company after completion of such issuance;
(ix)to deal with all other procedures and issues as the Special Committee of the Board may consider necessary in connection with the issue of shares under the general mandate.
The resolution of the Special Committee shall be approved by at least two members of such committee.
(h)The Board will only exercise its respective power under such mandate in accordance with the Company Law of the PRC, the Securities Law of the PRC, or the listing rules of the stock exchanges on which the shares of the Company are listed (as amended from time to time) and only if all necessary approvals from the China Securities Regulatory Commission and other relevant PRC government authorities are obtained and the Special Committee will only exercise its power under such mandate in accordance with the power granted by the shareholders of the Company to the Board at the annual general meeting.”
|
| 2020-03-10 |
股东大会：
将于2020-03-25召开股东大会
会议内容 ▼▲
- ORDINARY RESOLUTIONS
1.To consider and approve the election of the following persons nominated as directors of the Company:
1.1Mr. Dai Houliang as director of the Company;
1.2Mr. Lv Bo as director of the Company;
1.3Mr. Li Fanrong as a director of the Company.
|
| 2019-04-26 |
股东大会：
将于2019-06-13召开股东大会
会议内容 ▼▲
- ORDINARY RESOLUTIONS
1.To consider and approve the report of the board of directors of the Company (the “Board”) for the year 2018;
2.To consider and approve the report of the supervisory committee of the Company for the year 2018;
3.To consider and approve the financial report of the Company for the year 2018;
4.To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2018 in the amount and in the manner recommended by the Board;
5.To consider and approve the authorisation of the Board to determine the distribution of interim dividends for the year 2019;
6.To consider and approve the appointment of KPMG Huazhen and KPMG as the domestic and international auditors of the Company, respectively, for the year 2019 and to authorise the Board to determine their remuneration;
7.To consider and approve the election and appointment of Mr. Zhang Wei and Mr. Jiao Fangzheng as directors of the Company;
8.To consider and approve the guarantees to be provided to the subsidiaries and affiliated companies of the Company and relevant authorization to the Board;
SPECIAL RESOLUTIONS
9.To consider and, if thought fit, to pass the following as special resolutions:
“THAT:
(a)The Board be and is hereby granted an unconditional general mandate to determine and deal with the issue of debt financing instruments of the Company in outstanding balance amount of up to RMB150 billion (or if issued in foreign currency, equivalent to the middle exchange rate announced by the People’s Bank of China on the date of issue), upon such terms and conditions to be determined by the Board.
(b)The Board be and is hereby authorized to determine and approve the category, specific types, specific terms, conditions and other matters in respect of the issue of such instruments, including but not limited to the issue size, actual amount, currency, issue prices, coupon rates or methods of determining the coupon rates, venue of issuance, timing of issuance, term of issuance, whether to issue in tranches and the number of tranches, whether any terms for repurchase and redemption will be in place, rating arrangements, guarantee, schedule of repayment of the principal and the interests, specific arrangements in relation to use of proceeds as approved by the shareholders’ general meeting, specific placing arrangements and underwriting arrangements.
(c)The Board be and is hereby authorized to take actions and steps as it may consider necessary or supplementary in connection with the issue of such debt financing instruments (including but not limited to engaging professional agencies, handling issues on approval, registration, filing and other procedures in connection with the issue from the relevant authorities on behalf of the Company, signing all necessary legal documents for the issue, appointing the bond trustee in connection with the issue, determining the rules for meetings of the bond holders and handling relevant issues on issue and trading activities).
(d)Where the Board has already taken actions and steps with respect to the issue of such debt financing instruments, such actions and steps be and are hereby approved, confirmed and ratified.
(e)The Board be and is hereby authorized to make corresponding changes to the plan of such issuance based on opinions of the regulatory authorities or the market conditions by then in accordance with the authorization granted at the shareholders’ general meeting when there is any change on the policies which affects the issue of such instruments or when there are changes on the market conditions, save for issues which are subject to further approval at shareholders’ general meeting as required by the relevant laws, regulations and the Articles of Association.
(f)The Board be and is hereby authorized to determine and deal with relevant issues in connection with the listing of such debt financing instruments after the issue of such debt financing instruments.
(g)In the event the Company issues such instrument and would expect to fail to pay the principal or coupon interests of such instrument on schedule, or fail to pay the principal and coupon interests on the due date during the subsistence of such instrument, the Board of Directors shall be authorized to determine not to distribute dividends to the shareholders of the Company as protection measures for repayment of debts as required under the relevant laws and regulations.
(h)the Board be and is hereby authorized to further authorize the chief financial officer of the Company to exercise all such power granted to the Board by reference to the specific needs of the Company and other market conditions, subject to the approval and authorization of sub-paragraphs (a) to (g)of this resolution at the annual general meeting.
(i)For the purpose of information disclosure, the secretary to the Board is authorized to approve, sign and distribute relevant announcements, notice of shareholders’ general meeting, circulars and other documents pursuant to the applicable listing rules of the stock exchanges on which the shares of the Company are listed.
(j)The period of the issuance of debt financing instruments commences from the passing of the mandate at this annual general meeting and ends on the 2019 annual general meeting of the Company.”
10.To consider and, if thought fit, to pass the following as special resolutions:
“THAT:
(a)Subject to paragraph (b) below, relevant laws and regulations, the regulatory rules of the places where the Company is listed and the articles of association of the Company, the Board be and is hereby granted an unconditional general mandate to separately or concurrently issue additional domestic shares (A Shares) and/or overseas listed foreign shares (H Shares) of the Company in accordance with the status quo of the market during the relevant period, including to decide on the class and number of Shares to be issued; the pricing mechanism and/or the issue price (or the range of issue price); the opening and closing date and time of such issue; the class and number of Shares to be issued to existing shareholders of the Company, and use of proceeds; to make any proposals, enter into any agreements or grant any share options or conversion rights which may involve the exercise of the power mentioned above.
(b)The number of the domestic shares (A Shares) and/or overseas listed foreign shares (H Shares) issued and allotted (whether or not by way of the exercise of share options, conversion rights or by any other means) in accordance with the general mandate in paragraph (a) above shall not exceed 20% of each of existing domestic shares (A Shares) or overseas listed foreign shares (H Shares) of the Company in issue as at the date of passing of this resolution at this annual general meeting.
(c)The Board may make any proposals, enter into any agreements or grant any share options or conversion rights which require or may require the exercise, after the expiry of the relevant period of this mandate, of the power mentioned above.
(d)For the purposes of this resolution, the relevant period of this mandate means the period from the passing of this resolution at the 2018 annual general meeting until the earliest of: (i) the conclusion of the next annual general meeting of the Company; (ii) the expiration of the 12-month period following the passing of this resolution at the 2018 annual general meeting; and (iii) the date on which the mandate set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company at a general meeting.
(e)The Board be and is hereby authorised to increase the registered share capital and make such amendments to the articles of association of the Company in due course as it thinks fit so as to reflect the new capital structure and the new registered share capital of the Company by reference to the manner of the issuance, class and number of shares of the Company issued, as well as the actual status of the capital structure of the Company after completion of such issuance.
(f)The Board be and is hereby authorised to execute and do or procure to be executed and done, all such things as it may consider necessary in connection with the issue of such shares under the general mandate so long as the same does not contravene laws, regulations, regulatory rules of the places where the Company is listed, or the articles of association of the Company.
(g)The Board will only exercise its respective power under such mandate in accordance with the Company Law of the PRC, the Securities Law of the PRC, or the listing rules of the stock exchanges on which the shares of the Company are listed (as amended from time to time) and only if all necessary approvals from the China Securities Regulatory Commission and other relevant PRC government authorities are obtained.”
|
| 2019-03-27 |
除权日：
美东时间 2019-06-19 每股派息1.18美元
|
| 2018-08-31 |
除权日：
美东时间 2018-09-12 每股派息1.15美元
|
| 2018-04-19 |
股东大会：
将于2018-06-05召开股东大会
会议内容 ▼▲
- ORDINARY RESOLUTIONS
1.To consider and approve the Report of the Board of Directors of the Company for the year 2017;
2.To consider and approve the Report of the Supervisory Committee of the Company for the year 2017;
3.To consider and approve the Financial Report of the Company for the year 2017;
4.To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2017 in the amount and in the manner recommended by the Board of Directors;
5.To consider and approve the authorisation of the Board of Directors to determine the distribution of interim dividends for the year 2018;
6.To consider and approve the appointment of KPMG Huazhen and KPMG as the domestic and international auditors of the Company, respectively, for the year 2018 and to authorise the Board of Directors to determine their remuneration;
7.To consider and approve the guarantees to be provided to the subsidiaries of the Company and relevant authorization to the Board of Directors;
SPECIAL RESOLUTION
8.To consider and, if thought fit, to pass the following as special resolution:
“THAT:
(a)Subject to paragraph (b) below, relevant laws and regulations, the regulatory rules of the places where the Company is listed and the Articles of Association of the Company, the Board of Directors be and is hereby granted an unconditional general mandate to separately or concurrently issue additional domestic shares (A Shares) and/or overseas listed foreign shares (H Shares) of the Company in accordance with the status quo of the market during the relevant period, including to decide on the class and number of Shares to be issued; the pricing mechanism and/or the issue price (or the range of issue price); the opening and closing date and time of such issue; the class and number of Shares to be issued to existing shareholders of the Company; and/or to make any proposals, enter into any agreements or grant any share options or conversion rights which may involve the exercise of the power mentioned above.
(b)The number of the domestic shares (A Shares) or overseas listed foreign shares (H Shares) issued and allotted (whether or not by way of the exercise of share options, conversion rights or by any other means) in accordance with the general mandate in paragraph (a) above shall not exceed 20% of each of existing domestic shares (A Shares) or overseas listed foreign shares (H Shares) of the Company in issue as at the date of passing of this resolution at this annual general meeting.
(c)The Board of Directors may make any proposals, enter into any agreements or grant any share options or conversion rights which require or may require the exercise, after the expiry of the relevant period of this mandate, of the power mentioned above.
(d)For the purposes of this resolution, the relevant period of this mandate means the period from the passing of this resolution at the 2017 annual general meeting until the earliest of: (i) the conclusion of the next annual general meeting of the Company; (ii) the expiration of the 12-month period following the passing of this resolution at the 2017 annual general meeting; and (iii) the date on which the mandate set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company at a general meeting.
(e)The Board of Directors be and is hereby authorised to increase the registered share capital and make such amendments to the Articles of Association of the Company in due course as it thinks fit so as to reflect the new capital structure and the new registered share capital of the Company by reference to the manner of the issuance, class and number of shares of the Company issued, as well as the actual status of the capital structure of the Company after completion of such issuance.
(f)The Board of Directors be and is hereby authorised to execute and do or procure to be executed and done, all such things as it may consider necessary in connection with the issue of such shares under the general mandate so long as the same does not contravene laws, regulations, regulatory rules of the places where the Company is listed, or the Articles of Association of the Company.
(g)The Board of Directors will only exercise its respective power under such mandate in accordance with the Company Law of the PRC, the Securities Law of the PRC, or the listing rules of the stock exchanges on which the shares of the Company are listed (as amended from time to time) and only if all necessary approvals from the China Securities Regulatory Commission and other relevant PRC government authorities are obtained.”
|
| 2018-03-26 |
除权日：
美东时间 2018-06-12 每股派息0.83美元
|
| 2017-09-08 |
股东大会：
将于2017-10-26召开股东大会
会议内容 ▼▲
- ORDINARY RESOLUTIONS
1.To consider and approve the following resolution in respect of continuing connected transactions:
“THAT, as set out in the circular dated 8 September 2017 issued by the Company to its shareholders (the “Circular”):
the New Comprehensive Agreement entered into between the Company and China National Petroleum Corporation be and is hereby approved, ratified and confirmed and the execution of the New Comprehensive Agreement by Mr. Chai Shouping for and on behalf of the Company be and is hereby approved, ratified and confirmed; Mr. Chai Shouping be and is hereby authorised to make any amendment to the New Comprehensive Agreement as he thinks desirable and necessary and to do all such further acts and things and execute such further documents and take all such steps which in his opinion may be necessary, desirable or expedient to implement and/or give effect to the terms of such transactions; and the Non-Exempt Continuing Connected Transactions and the proposed annual caps of the Non-Exempt Continuing Connected Transactions under the New Comprehensive Agreement, which the Company expects to occur in the ordinary and usual course of business of the Company and its subsidiaries, as the case may be, and to be conducted on normal commercial terms, be and are hereby generally and unconditionally approved.”
2.To consider and approve Mr. Wang Liang as a supervisor of the Company.
SPECIAL RESOLUTION
3.To consider and approve amendments to the Articles of Association, amendments to the Rules of Procedures of Shareholders’ General Meeting, amendments to the Rules of Procedures of Board of Directors and amendments to the Rules of Procedures and Organisation of Supervisory Committee.
|
| 2017-08-25 |
除权日：
美东时间 2017-09-06 每股派息0.92美元
|
| 2017-04-20 |
股东大会：
将于2017-06-08召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Board of Directors of the Company for the year 2016;
2.To consider and approve the Report of the Supervisory Committee of the Company for the year 2016;
3.To consider and approve the Audited Financial Statements of the Company for the year 2016;
4.To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2016 in the amount and in the manner recommended by the Board of Directors;
5.To consider and approve the authorisation of the Board of Directors to determine the distribution of interim dividends for the year 2017;
6.To consider and approve the appointment of KPMG Huazhen and KPMG as the domestic and international auditors of the Company, respectively, for the year 2017 and to authorise the Board of Directors to determine their remuneration;
7.To consider and, if thought fit, to pass the following as special resolutions:
“THAT:
(a)Subject to paragraph (b) below, relevant laws and regulations, the regulatory rules of the places where the Company is listed and the Articles of Association of the Company, the Board of Directors be and is hereby granted an unconditional general mandate to separately or concurrently issue additional domestic shares (A Shares) and/or overseas listed foreign shares (H Shares) of the Company in accordance with the status quo of the market during the relevant period, including to decide on the class and number of Shares to be issued; the pricing mechanism and/or the issue price (or the range of issue price); the opening and closing date and time of such issue; the class and number of Shares to be issued to existing shareholders of the Company; and/or to make any proposals, enter into any agreements or grant any share options or conversion rights which may involve the exercise of the power mentioned above.
(b)The number of the domestic shares (A Shares) and overseas listed foreign shares (H Shares) issued and allotted (whether or not by way of the exercise of share options, conversion rights or by any other means) in accordance with the general mandate in paragraph (a) above shall not exceed 20% of each of existing domestic shares (A Shares) and overseas listed foreign shares (H Shares) of the Company in issue as at the date of passing of this resolution at this annual general meeting.
(c)The Board of Directors may make any proposals, enter into any agreements or grant any share options or conversion rights which require or may require the exercise, after the expiry of the relevant period of this mandate, of the power mentioned above.
(d)For the purposes of this resolution, the relevant period of this mandate means the period from the passing of this resolution at the 2016 annual general meeting until the earliest of: (i) the conclusion of the next annual general meeting of the Company; (ii) the expiration of the 12-month period following the passing of this resolution at the 2016 annual general meeting; and (iii) the date on which the mandate set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company at a general meeting.
(e)The Board of Directors be and is hereby authorised to increase the registered share capital and make such amendments to the Articles of Association of the Company in due course as it thinks fit so as to reflect the new capital structure and the new registered share capital of the Company by reference to the manner of the issuance, class and number of shares of the Company issued, as well as the actual status of the capital structure of the Company after completion of such issuance.
(f)The Board of Directors be and is hereby authorised to execute and do or procure to be executed and done, all such things as it may consider necessary in connection with the issue of such shares under the general mandate so long as the same does not contravene laws, regulations, regulatory rules of the places where the Company is listed, or the Articles of Association of the Company.
(g)In order to facilitate executing the general mandate in accordance with the paragraphs above in a timely manner, the Board of Directors be and is hereby authorised to establish a special committee of the Board of Directors comprising Mr. Wang Yilin, Mr. Wang Dongjin and Mr. Liu Yuezhen and to authorise such committee on the passing of sub-paragraphs (a) to (f) above at this annual general meeting and within the relevant period of this mandate:
(i)depending on the actual market conditions, to determine the method of issuance, the target for issuance as well as the amount and proportion of issuance, pricing method and/or price of issuance (including price range), the start and end time, the listing time, use of proceeds and other matters;
(ii)to engage professional agencies and sign relevant engagement agreements;
(iii)to sign the underwriting agreement, sponsors agreement, listing agreement and all other documents as considered necessary for executing the general mandate on behalf of the Company;
(iv)to handle the registration of change in registered share capital and shareholders on a timely basis according to the manner of issuance, type and amount of the shares issued and the actual situation of the capital structure of the Company after completion of such issuance;
(v)to apply for approval, registration, filing and other procedures in connection with the issuance and listing of such shares with the relevant authorities on behalf of the Company;
(vi)to determine and pay the listing fee and application fee;
(vii)to amend the Articles of Association of the Company and make necessary registration and filing according to the manner of issuance, type and number of the shares issued and the actual situation of the capital structure of the Company after completion of such issuance;
(viii)to deal with all other procedures and issues as the special committee of the Board of Directors may consider necessary in connection with the issue of shares under the general mandate. The resolution of such special committee of the Board of Directors shall be approved by at least 2 members of the committee.
(h)The Board of Directors and the special committee of the Board of Directors will only exercise its respective power under such mandate in accordance with the Company Law of the PRC, the Securities Law of the PRC, or the listing rules of the stock exchanges on which the shares of the Company are listed (as amended from time to time) and only if all necessary approvals from the China Securities Regulatory Commission and/or other relevant PRC government authorities are obtained and the special committee of the Board of Directors will only exercise its power under such mandate in accordance with the power granted by the shareholders to the Board of Directors at the annual general meeting.”
8.To consider and, if thought fit, to pass the following as special resolutions:
“THAT:
(a)The Board of Directors be and is hereby granted an unconditional general mandate to determine and deal with the issue of debt financing instruments of the Company in outstanding balance amount of up to RMB100 billion (or if issued in foreign currency, equivalent to the middle exchange rate announced by the People’s Bank of China on the date of issue), upon such terms and conditions to be determined by the Board of Directors.
(b)The Board of Directors be and is hereby authorised to determine and approve the category, specific types, specific terms, conditions and other matters in respect of the issue of such instruments, including but not limited to the issue size, actual amount, currency, issue prices, coupon rates or methods of determining the coupon rates, venue of issuance, timing of issuance, term of issuance, whether to issue in tranches and the number of tranches, whether any terms for repurchase and redemption will be in place, rating arrangements, guarantee, schedule of repayment of the principal and the interests, specific arrangements in relation to use of proceeds as approved by the shareholders’ general meeting, specific placing arrangements and underwriting arrangements.
(c)The Board of Directors be and is hereby authorised to take actions and steps as it may consider necessary or supplementary in connection with the issue of such debt financing instruments (including but not limited to engaging professional agencies, handling issues on approval, registration, filing and other procedures in connection with the issue from the relevant authorities on behalf of the Company, signing all necessary legal documents for the issue, appointing the bond trustee in connection with the issue, determining the rules for meetings of the bond holders and handling relevant issues on issue and trading activities).
(d)Where the Board of Directors has already taken actions and steps with respect to the issue of such debt financing instruments, such actions and steps be and are hereby approved, confirmed and ratified.
(e)The Board of Directors be and is hereby authorised to make corresponding changes to the plan of such issuance based on opinions of the regulatory authorities or the market conditions by then in accordance with the authorisation granted at the shareholders’ general meeting when there is any change on the policies which affects the issue of such instruments or when there are changes on the market conditions, save for issues which are subject to further approval at shareholders’ general meeting as required by the relevant laws, regulations and the Articles of Association.
(f)The Board of Directors be and is hereby authorised to determine and deal with relevant issues in connection with the listing of such debt financing instruments after the issue of such debt financing instruments.
(g)In the event the Company issues such instrument and would expect to fail to pay the principal or coupon interests of such instrument on schedule, or fail to pay the principal and coupon interests on the due date during the subsistence of such instrument, the Board of Directors shall be authorised to determine not to distribute dividends to the shareholders of the Company as protection measures for repayment of debts as required under the relevant laws and regulations.
(h)In order to facilitate the issuance of debt financing instruments in accordance with this resolution in a timely manner, the Board of Directors be and is hereby authorised to further authorise the Chief Financial Officer of the Company to exercise all such power granted to the Board of Directors by reference to the specific needs of the Company and other market conditions, subject to the approval and authorisation of sub-paragraphs (a) to (g) of this resolution at the annual general meeting.
(i)The period of the issuance of debt financing instruments commences from the passing of the mandate at the this annual general meeting and ends on the 2018 annual general meeting of the Company.
(j)For the purpose of information disclosure, the Secretary to the Board of the Company is authorised to approve, sign and distribute relevant announcements, notice of shareholders’ general meeting, circulars and other documents pursuant to the applicable listing rules of the stock exchanges on which the shares of the Company are listed.”
|
| 2017-04-11 |
除权日：
美东时间 2017-06-12 每股派息0.48美元
|
| 2016-09-01 |
除权日：
美东时间 2016-09-09 每股派息0.27美元
|
| 2016-08-31 |
股东大会：
将于2016-10-20召开股东大会
会议内容 ▼▲
- 1. To consider and approve the election of Mr ZHANG Jianhua as a Director of the Company.
|
| 2016-04-29 |
股东大会：
将于2016-05-25召开股东大会
会议内容 ▼▲
- 1. To consider and approve the Report of the Board of the Company for the year 2015;
2. To consider and approve the Report of the Supervisory Committee of the Company for the year 2015;
3. To consider and approve the Audited Financial Statements of the Company for the year 2015;
4. To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2015 in the amount and in the manner recommended by the Board of Directors;
5. To consider and approve the authorisation of the Board to determine the distribution of interim dividends for the year 2016;
6. To consider and approve the appointment of KPMG Huazhen and KPMG as the domestic and international auditors of the Company, respectively, for the year 2016 and to authorise the Board of Directors to determine their remuneration;
7. To consider and, if thought fit, to pass the following as special resolution:
“THAT:
(a) The Board of Directors be and is hereby granted an unconditional general mandate to issue and deal with domestic shares (A Shares) and/or overseas listed foreign shares (H Shares) of the Company and determine the terms and conditions of issuing in accordance with the status quo of the market during the period as permitted under the general mandate, including to decide on the class and number of shares to be issued; the pricing mechanism and/or the issue price (or the range of issue price); the opening and closing date and time of such issue; the class and number of shares to be issued to current shareholders of the Company; and/or to make any proposals, enter into any agreements or grant any share options or conversion rights which may involve the exercise of the power mentioned above.
(b) The number of the domestic shares (A Shares) and/or overseas listed foreign shares (H Shares), separately or collectively, issued and handled (whether or not by way of the exercise of share options, conversion rights or by any other means) in accordance with (a) above shall not exceed 20% of each of the existing domestic shares (A Shares) or overseas listed foreign shares (H Shares) of the Company in issue as at the date of proposal and passing of this resolution at the 2015 Annual General Meeting, respectively.
(c) The Board of Directors may make any proposals, enter into any agreements or grant any share options or conversion rights which need to or may need to exercise such rights after the expiry of the relevant period of this mandate.
(d) For the purposes of this resolution, the relevant period of this mandate means the period from the passing of this resolution at the 2015 Annual General Meeting until the earliest of: (i) the conclusion of the next annual general meeting of the Company following the passing of this resolution; (ii) the expiration of the 12-month period following the passing of this resolution at the 2015 Annual General Meeting; or (iii) the date on which the mandate set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company in a general meeting.
(e) The Board of Directors be and is hereby authorised to increase the registered share capital and duly make such amendments to the Articles of Association of the Company as it thinks fit so as to reflect new capital structure of the Company and the new registered share capital by reference to the manner of the issuance, class and number of shares of the Company issued, as well as the actual situation of the capital structure of the Company after such issuance.
(f) The Board of Directors be and is hereby authorised to execute and do or procure to be executed and done, all such things as it may consider necessary in connection with the issue of such shares so long as the same does not contravene laws, rules or listing rules of the stock exchanges on which the Company is listed, and the Articles of Association of the Company.
(g) The Board of Directors will only exercise its power under such mandate in accordance with the Company Law of the PRC, the Securities Law of the PRC, regulations or the listing rules of the stock exchanges on which the Company is listed (as amended from time to time) and only if all necessary approvals from the China Securities Regulatory Commission and other relevant authorities are obtained.”
8. To consider and approve the election of Mr Xu Wenrong as a Director of the Company.
|
| 2016-03-31 |
除权日：
美东时间 2016-05-26 每股派息0.38美元
|
| 2015-08-27 |
除权日：
美东时间 2015-09-08 每股派息0.86美元
|
| 2015-05-21 |
除权日：
美东时间 2015-06-29 每股派息1.39美元
|
| 2015-05-15 |
股东大会：
将于2015-06-23召开股东大会
会议内容 ▼▲
- 1.To consider and approve the Report of the Board of the Company for the year 2014;
2.To consider and approve the Report of the Supervisory Committee of the Company for the year 2014;
3.To consider and approve the Audited Financial Statements of the Company for the year 2014;
4.To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2014 in the amount and in the manner recommended by the Board of Directors;
5.To consider and approve the authorisation of the Board to determine the distribution of interim dividends for the year 2015;
6.To consider and approve the appointment of KPMG Huazhen and KPMG as the domestic and international auditors of the Company, respectively, for the year 2015 and to authorise the Board of Directors to determine their remuneration;
7.To consider and approve the election of Mr Zhao Zhengzhang as Director of the Company.
|
| 2014-09-10 |
股东大会：
将于2014-10-29召开股东大会
会议内容 ▼▲
- 1. To consider and approve the following resolution in respect of continuing connected transactions:
“THAT, as set out in the circular dated 10 September 2014 issued by the Company to its shareholders (the “Circular”):
the New Comprehensive Agreement entered into between the Company and China National Petroleum Corporation be and is hereby approved, ratified and confirmed and the execution of the New Comprehensive Agreement by Mr Yu Yibo for and on behalf of the Company be and is hereby approved, ratified and confirmed; Mr Yu Yibo be and is hereby authorised to make any amendment to the New Comprehensive Agreement as he thinks desirable and necessary and to do all such further acts and things and execute such further documents and take all such steps which in his opinion may be necessary, desirable or expedient to implement and/or give effect to the terms of such transactions; and the Non-Exempt Continuing Connected Transactions and the Proposed Annual Caps of the Non-Exempt Continuing Connected Transactions under the New Comprehensive Agreement, which the Company expects to occur in the ordinary and usual course of business of the Company and its subsidiaries, as the case may be, and to be conducted on normal commercial terms, be and are hereby generally and unconditionally approved.”
2. To consider and approve Mr Zhang Biyi as independent non-executive director of the Company.
3. To consider and approve Mr Jiang Lifu as supervisor of the Company.
|
| 2014-08-29 |
除权日：
美东时间 2014-09-09 每股派息2.42美元
|
| 2014-05-14 |
除权日：
美东时间 2014-05-23 每股派息2.28美元
|
| 2014-04-04 |
股东大会：
将于2014-05-22召开股东大会
会议内容 ▼▲
- 1. To consider and approve the Report of the Board of Directors of the Company for the year 2013;
2. To consider and approve the Report of the Supervisory Committee of the Company for the year 2013;
3. To consider and approve the Audited Financial Statements of the Company for the year 2013;
4. To consider and approve the declaration and payment of the final dividends for the year ended 31 December 2013 in the amount and in the manner recommended by the Board of Directors;
5. To consider and approve the authorisation of the Board of Directors to determine the distribution of interim dividends for the year 2014;
6. To consider and approve the appointment of KPMG Huazhen and KPMG as the domestic and international auditors of the Company, respectively, for the year 2014 and to authorise the Board of Directors to determine their remuneration;
7. a.To consider and approve the election of Mr Zhou Jiping as Director of the Company;
b. To consider and approve the election of Mr Liao Yongyuan as Director of the Company;
c.To consider and approve the election of Mr Wang Dongjin as Director of the Company;
d. To consider and approve the election of Mr Yu Baocai as Director of the Company;
e. To consider and approve the election of Mr Shen Diancheng as Director of the Company;
f. To consider and approve the election of Mr Liu Yuezhen as Director of the Company;
g. To consider and approve the election of Mr Liu Hongbin as Director of the Company;
h. To consider and approve the election of Mr Chen Zhiwu as independent non-executive Director of the Company;
i. To consider and approve the election of Mr Richard H. Matzke as independent non-executive Director of the Company;
8. a.To consider and approve the election of Mr Wang Lixin as Supervisor of the Company;
b.To consider and approve the election of Mr Guo Jinping as Supervisor of the Company;
c.To consider and approve the election of Mr Li Qingyi as Supervisor of the Company;
d. To consider and approve the election of Mr Jia Yimin as Supervisor of the Company;
e. To consider and approve the election of Mr Zhang Fengshan as Supervisor of the Company.
9. To consider and, if thought fit, to pass the following as special resolutions:
a. Subject to paragraph (b) below, relevant laws and regulations, the regulatory rules of the places where the Company is listed and the Articles of Association of the Company, the Board of Directors be and is hereby granted an unconditional general mandate to separately or concurrently issue additional domestic shares and/or overseas listed foreign shares of the Company in accordance with the status quo of the market, including to decide on the class and number of Shares to be issued; the pricing mechanism and/or the issue price (or the range of issue price); the start and end date and time of such issue; the class and number of Shares to be issued to existing shareholders of the Company; and/or to make any proposals, enter into any agreements or grant any share options or conversion rights which may involve the exercise of the power mentioned above.
b. The number of the domestic shares and overseas listed foreign shares issued and allotted (whether or not by way of the exercise of share options, conversion rights or by any other means) in accordance with the general mandate in paragraph (a) above shall not exceed 20% of each of existing domestic shares and overseas listed foreign shares of the Company in issue as at the date of this resolution.
c.The Board of Directors may make any proposals, enter into any agreements or grant any share options or conversion rights which require or may require the exercise, after the expiry of the relevant period of this mandate, of the power mentioned above.
d.For the purposes of this resolution, the relevant period of this mandate means the period from the passing of this resolution at the Annual General Meeting until the earliest of: (i) the conclusion of the next annual general meeting of the Company following the passing of this resolution; (ii) the expiration of the 12-month period following the passing of this resolution at the Annual General Meeting; and (iii) the date on which the mandate set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company at a general meeting.
e. The Board of Directors be and is hereby authorised to increase the registered share capital and make such amendments to the Articles of Association of the Company in due course as it thinks fit so as to reflect the increased registered share capital and the new capital structure of the Company by reference to the manner of the issuance, class and number of shares of the Company issued, as well as the capital structure of the Company after completion of such issuance.
f.The Board of Directors be and is hereby authorised to execute and do or procure to be executed and done, all such documents, deeds and things as it may consider necessary in connection with the issue of such shares so long as the same does not contravene laws, regulations, rules or regulatory rules of the places where the Company is listed, or the Articles of Association of the Company.
g.In order to facilitate executing the general mandate in accordance with the paragraphs above in a timely manner, the Board of Directors be and is hereby authorised to establish a special committee of the Board of Directors comprising Mr Zhou Jiping, Mr Liao Yongyuan and Mr Wang Dongjin and to authorise such committee on the passing of sub-paragraphs (a) to (f) above and within the relevant period of this mandate:
(i) depending on the actual market conditions, to determine the method of issuance, the target for issuance as well as the amount and proportion of issuance, pricing method and/or price of issuance (including price range), the start and end time, the listing time, use of proceeds and other matters;
(ii) to engage professional agencies and sign relevant engagement agreements;
(iii) to sign the underwriting agreement, sponsors agreement, listing agreement and all other documents as considered necessary for executing the general mandate on behalf of the Company;
(iv) to handle the registration of change in registered share capital and shareholders on a timely basis according to the method, type and amount of the shares issued and the actual situation of the capital structure of the Company;
(v) to apply for approval, registration, filing and other procedures in connection with the issuance and listing of such shares with the relevant authorities on behalf of the Company;
(vi) to determine and pay the listing fee and application fee;
(vii) to amend the Articles of Association of the Company and make necessary registration and filing according to the method, type and number of the shares issued and the actual situation of the capital structure of the Company;
(viii) to deal with all other procedures and issues as the special committee of the Board of Directors may consider necessary in connection with the issuance. The resolution of such special committee of the Board of Directors shall be approved by at least 2 members of the committee.
h.The Board of Directors and the special committee of the Board of Directors will only exercise its respective power under such mandate in accordance with the Company Law of the PRC, the Securities Law of the PRC, or the listing rules of the stock exchanges on which the Shares of the Company are listed (as amended from time to time) and only if all necessary approvals from the China Securities Regulatory Commission and/or other relevant PRC government authorities are obtained and the special committee of the Board of Directors will only exercise its power under such mandate in accordance with the power granted by the shareholders to the Board of Directors at the Annual General Meeting.”.
|
| 2013-08-27 |
复牌提示：
2013-08-27 09:28:35 停牌，复牌日期 2013-08-28 09:33:44
|
| 2013-08-27 |
除权日：
美东时间 2013-09-04 每股派息2.33美元
|
| 2013-04-19 |
除权日：
美东时间 2013-05-24 每股派息1.88美元
|
| 2012-08-23 |
除权日：
美东时间 2012-08-31 每股派息2.14美元
|
| 2012-05-10 |
除权日：
美东时间 2012-05-25 每股派息2.33美元
|
| 2011-08-29 |
除权日：
美东时间 2011-09-07 每股派息2.27美元
|
| 2011-03-21 |
除权日：
美东时间 2011-05-20 每股派息2.52美元
|
| 2010-08-27 |
除权日：
美东时间 2010-09-03 每股派息2.11美元
|