BEIJING JINGCHENG MACHINERY ELECTRIC COMPANY LIMITED 
By 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.
The Board of Directors and all members of the Board of the Company warrant that this announcement does not contain any false information, misleading statement or material omission and severally and jointly accept full responsibility for the truthfulness, accuracy and completeness of the contents herein contained.
Important notices:
• No proposal was rejected or amended at the 2012 Annual General Meeting (the "AGM") of Beiren
Printing Machinery Holdings Limited (the "Company").
• No additional proposal was submitted for voting at the AGM.
Pursuant to the notice of AGM dated 12 March 2013, the AGM of the Company was held at the Conference Room of the Company, Room 6206, No. 6 Rong Chang Dong Street, Beijing Economic and Technological Development Zone, Beijing, the People's Republic of China (the "PRC") at
9:30 a.m. on 26 April 2013.
The Company has 422,000,000 shares in total wherein 422,000,000 shares carrying voting rights, entitling the holders thereof ("Shareholders") to attend and vote for or against all the resolutions proposed at the AGM. There were no shares entitling the Shareholders to attend and abstain from voting in favour pursuant to Rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"). There were no Shareholders that are required under the Listing Rules to abstain from voting. The AGM was convened by the Board of Directors of the Company and presided over by Mr. Zhang Peiwu, the Chairman of the Company. 2 shareholders and proxies were present at the AGM, holding 201,621,000 shares which represented 47.78% of the total number of shares carrying voting rights of the Company, comprising
201,621,000 A shares, representing 47.78% of the total number of shares carrying voting rights of
the Company, and 0 H shares. The Company's directors, supervisors, senior management, lawyer
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and auditors were present at the AGM, and Mr. Li Shenggao, director, and Mr. Zhang Shuangru and Mr. Xie Bingguang, independent non-executive directors, were absent from the meeting due to business engagement. The convening and holding of the AGM was in compliance with the relevant requirements under the Company Law of the PRC and the Articles of Association of the Company.
As proposed by Mr. Zhang Peiwu, the Chairman of the Company, the following resolutions were considered and approved by way of poll, and the lawyer of Kang Da Law Firm, the auditor of ShineWing Certified Public Accountants Limited, supervisor representative and shareholder representative were appointed as the scrutineer for the vote taking.
Ordinary Resolutions
1. To consider and approve the 2012 Annual Report of the Company.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
2. To consider and approve the 2012 Work Report of the Board of Directors of the Company.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
3. To consider and approve the 2012 Work Report of the Supervisory Committee of the Company.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
4. To consider and approve the 2012 Financial Report of the Company audited by ShineWing
Certified Public Accountants LLP.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
5. To consider and approve the 2012 internal control report of the Company audited by Shu Lun
Pan Certified Public Accountants LLP.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
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6. To consider and approve the resolution of the Company not to distribute any profit for the year
2012.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
7. To consider and approve re-appointment of SHINEWING Certified Public Accountants LLP for the Company's 2013 Financial Reports, and to authorise the Board of Directors to enter into employment contracts with it and determine its remuneration.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
8. To consider and approve re-appointment of Shu Lun Pan Certified Public Accountants LLP as the Company's 2013 internal control auditor, and authorizing the Board of Directors to enter into employment contract with it and determining its remuneration.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
9. To consider and approve the report of the Independent Non-executive Directors of the Company for 2012.
(201,621,000 shares cast votes for the resolution, representing 100% of the total number of shares carrying voting rights held by shareholders who attended the meeting, no share voted against the resolution or abstained from voting.)
As more than 50% of the votes were cast in favour of each resolution, all the ordinary resolutions were duly passed.
The AGM was witnessed by Wang Huapeng and Liu Huan Huan, lawyers from Beijing Kang Da Law Firm, which issued a legal opinion concluding that the convening and the procedure for convening and holding of and the voting procedures adopted at the AGM, and the eligibility of the persons who attended the AGM were in compliance with the Company Law of the PRC, the Articles of Association of the Company, the relevant provisions of laws and regulations, and were lawful and effective.
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1. Resolutions passed at the AGM;
2. The legal opinion issued by Beijing Kang Da Law Firm in respect of the AGM.
The Board of Directors of
Beijing, the PRC
26 April 2013
As at the date of this announcement, the Board of the Company comprises Mr. Zhang Peiwu, Mr. Chen Bangshe and Ms. Jiang Chi as executive directors, Mr. Teng Mingzhi, Ms. Wu Dongbo, Mr. Li Shenggao and Ms. Wei Li as non-executive directors and Mr. Zhang Shuangru, Ms. Wang Hui, Mr. Xie Bingguang and Mr. Wang Deyu as independent non-executive directors.
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