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China Logistics Property Holdings Co., Ltd

中 國 物 流 資 產 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1589)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT an extraordinary general meeting (the "Meeting") of China Logistics Property Holdings Co., Ltd (the "Company") will be held at Meeting Room, 8/F, Block A, No. 1899 Shenkun Road, Minhang District, Shanghai, China on Friday, 14 August 2020 at 2:00 p.m. for the purpose of considering and, if thought fit, passing with or without amendments, the following resolution as an ordinary resolution of the Company:

Unless otherwise defined, capitalised terms used herein shall have the same meanings as ascribed to them in the circular of the Company dated 27 July 2020 .

ORDINARY RESOLUTION

"THAT:

  1. the Subscription Agreement entered into between the Company, the Subsidiary Guarantors and the Purchaser in relation to the subscription for the Bonds in the principal amount of US$100,000,000, a copy of the Subscription Agreement having been produced to the Meeting marked "A" and signed by the chairman of the Meeting for identification purpose, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;
  2. the issue by the Company of the Bonds in the principal amount of US$100,000,000 at an initial Conversion Price of HK$3.19 per Share (subject to adjustments) pursuant to the Subscription Agreement be and are hereby approved;
  3. the Directors be and are hereby granted a specific mandate to allot and issue the Conversion Shares upon the exercise of the conversion rights attaching to the Bonds; and

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  1. each of the Directors be and is hereby authorised to do all such acts and things and sign, ratify or execute all such documents and take all such steps as the Director in his/her discretion may consider necessary, appropriate, desirable and expedient to implement, give effect to or in connection with the Subscription Agreement, the issue of the Bonds, the allotment and issue of the Conversion Shares and any of the transactions contemplated thereunder."

On behalf of the Board

China Logistics Property Holdings Co., Ltd

Li Shifa

Chairman

Hong Kong, 27 July 2020

Notes:

  1. Any Shareholder entitled to attend and vote at the Meeting is entitled to appoint another person as his proxy to attend and vote instead of him. Any Shareholder who is the holder of two or more Shares may appoint more than one proxy to represent him and vote on his behalf at the Meeting. A proxy need not be a Shareholder. To be valid, the proxy form, together with a power of attorney or other authority, if any, under which it is signed or a notarially certified copy thereof, must be lodged with the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than forty-eight (48) hours before the time appointed for holding the Meeting or any adjournment thereof. Completion and return of the form of proxy will not preclude a member from attending and voting in person at the meeting.
  2. Where there are joint holders of any Share, any one of such joint holder may vote, either in person or by proxy, in respect of such Share as if he were solely entitled thereto, but if more than one of such joint holders be present at the Meeting, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the Register of Members of the Company in respect of the joint holding.
  3. The register of members of the Company will be closed from Tuesday, 11 August 2020 to Friday, 14 August 2020 (both days inclusive), during which period no transfer of shares of the Company will be registered. In order to be eligible to attend and vote at the above meeting, unregistered holders of shares of the Company should ensure that all share transfer documents accompanied by the relevant share certificates must be lodged with the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m on Monday, 10 August 2020.
  4. If Typhoon Signal No. 8 or above, or a "black" rainstorm warning is in effect at the time of the Meeting, the Meeting will be held as scheduled unless further notice posted on the websites of the Company and the Stock Exchange to notify Shareholders of the date, time and place of the rescheduled meeting.
    Shareholders should make their own decision as to whether they would attend the Meeting under bad weather conditions bearing in mind their own situation and if they should choose to do so, they are advised to exercise care and caution.
  5. As at the date of this notice, the Board comprises Mr. Li Shifa, Mr. Wu Guolin, Ms. Li Huifang, Mr. Chen Runfu, Mr. Cheuk Shun Wah, Ms. Shi Lianghua and Mr. Xie Xiangdong as the executive directors; Mr. Huang Xufeng,

Ms. Li Qing and Mr. Fu Bing as the non-executive directors; and Mr. Guo Jingbin, Mr. Fung Ching Simon, Mr. Wang Tianye, Mr. Leung Chi Ching Frederick and Mr. Chen Yaomin as the independent non-executive directors of the Company.

6. References to time and dates in this notice are to Hong Kong time and dates.

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CLPH - China Logistics Property Holdings Co. Ltd. published this content on 26 July 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 July 2020 10:40:06 UTC