Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Alpha Professional Holdings Limited

阿 爾 法 企 業 控 股 有 限 公 司 *

(Incorporated in Bermuda with limited liability)

(Stock Code: 948)

POLL RESULTS OF

THE SPECIAL GENERAL MEETING

HELD ON 3 JANUARY 2020

Financial adviser to the Company

Reference is made to the circular of the Company dated 12 December 2019 (the "Circular") to the Shareholders and the notice of the special general meeting dated 12 December 2019 (the "SGM Notice"). Capitalised terms used herein shall have the same meanings as defined in the Circular unless the context requires otherwise.

POLL RESULTS OF THE SPECIAL GENERAL MEETING

The Board is pleased to announce that the special resolution (the "Resolution") set out in the SGM Notice was duly passed by the Independent Shareholders by way of poll at the SGM held on 3 January 2020. The Company's share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, was appointed as the scrutineer at the SGM for the purpose of vote-taking. Please refer to the SGM Notice for the full text of the Resolution proposed at the SGM. The poll results in respect of the Resolution proposed at the SGM are as follows:

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Number of votes cast

Special Resolution

(percentage of total number of

Total number

votes cast)**

of votes cast

For

Against

(a)

To approve, ratify and confirm the entering

177,988,471

0

177,988,471

into of the Agreement and the transactions

(100.00%)

(0.00%)

(100.00%)

contemplated thereunder;

(b)

T o a p p r o v e t h e S h a r e B u y - b a c k s

a s

contemplated under the Agreement; and

(c)

T o a p p r o v e , r a t i f y a n d c o n f i r m

t h e

director(s)'s signing, executing, perfecting,

d e l i v e r i n g t o , i m p l e m e n t i n g a n d / o r

completing all matters in connection with

the Agreement (including but not limited to

the Unwinding and the Share Buy-backs).*

  • The full text of the Resolution is set out in the SGM Notice.
  • All percentages are rounded to two decimal places.

As more than 75% of the votes were cast in favour of the Resolution, the Resolution was duly passed as a special resolution. Accordingly, the Unwinding and the Share Buy-backs will be completed subject to the fulfillment (or waiver if applicable) of the remaining conditions precedents. The Company will make further announcement(s) in relation to the completion of the Unwinding and the Share Buy-backs as and when appropriate.

The total number of Shares in issue as at the date of the SGM was 305,076,383 Shares. Starways Global, its associates and parties acting in concert with any of them, holding 40,716,000 Shares, had abstained from voting on the Resolution at the SGM as required under the Share Buy-backs Code and the Listing Rules. Accordingly, the total number of Shares entitling the Independent Shareholders to attend and vote on the resolution at the SGM were 264,360,383 Shares. There were no Shares entitling the holders to attend and abstain from voting in favour pursuant to Rule 13.40 of the Listing Rules at the SGM. Save as disclosed herein, no other Shareholders are required under the Share Buy-backs Code and the Listing Rules to abstain from voting at the SGM. There were no parties who had stated their intention in the Circular to vote against any Resolution at the SGM or to abstain from voting at the SGM.

For and on behalf of the Board of

Alpha Professional Holdings Limited

XIONG Jianrui

Chairman

Hong Kong, 3 January 2020

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As at the date of this announcement, the executive Directors are Mr. Xiong Jianrui, Mr. Yi Peijian and Mr. Chen Zeyu, and the independent non-executive Directors are Mr. Cui Songhe, Mr. Khoo Wun Fat William and Mr. Li Chak Hung.

All the Directors jointly and severally accept full responsibility for the accuracy of information contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement the omission of which would make any statement in this announcement misleading.

The English text of this announcement shall prevail over its Chinese text.

*  For identification purpose only

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Z-Obee Holdings Limited published this content on 03 January 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 03 January 2020 09:27:10 UTC