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.

Silk Road Logistics Holdings Limited

絲路物流控股有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 988)

POLL RESULTS OF THE ANNUAL GENERAL MEETING

HELD ON 3 JUNE 2021

AND

RETIREMENT OF DIRECTOR

AND

POLL RESULTS OF THE SPECIAL GENERAL MEETING

HELD ON 3 JUNE 2021

POLL RESULTS OF THE AGM

The Board is pleased to announce that save and except resolution numbered 2(c) of the AGM Notice, all the proposed resolutions set out in the AGM Notice were duly passed by the Shareholders by way of poll at the AGM held on 3 June 2021.

RETIREMENT OF DIRECTOR

The Board further announces that Mr. Zou Mingwu retired by rotation as an independent non-executive Director with effect from the conclusion of the AGM held on 3 June 2021 in accordance with the Bye-laws, as the resolution in respect of his re-election was not passed by the Shareholders at the AGM.

POLL RESULTS OF THE SGM

The Board is pleased to announce that the ordinary resolution set out in the SGM Notice was duly passed by the Shareholders by way of poll at the SGM held on 3 June 2021.

- 1 -

References are made to (1) the circular (the "AGM Circular") of Silk Road Logistics Holdings Limited (the "Company") and the notice (the "AGM Notice") of the annual general meeting (the "AGM") dated 30 April 2021 in relation to, among other matters, (i) the proposed grant of the General Mandate and Repurchase Mandate; and (ii) the proposed re-election of Directors; and (2) the circular (the "SGM Circular") of the Company and the notice (the "SGM Notice") of the special general meeting (the "SGM") dated 13 May 2021 in relation to, among other matters, the proposed Share Consolidation.

Unless the context otherwise requires, capitalised terms used in this announcement shall have the same meanings as those defined in the AGM Circular and the SGM Circular.

POLL RESULTS OF THE AGM

The Board is pleased to announce that save and except for the resolution numbered 2(c) of the AGM Notice, all the proposed resolutions set out in the AGM Notice were duly passed by the Shareholders by way of poll at the AGM. The poll results in respect of the ordinary resolutions proposed at the AGM were as follows:

Number of votes cast

Ordinary resolutions

(Approximate percentage of

total number of votes cast)

Total number

For

Against

of votes cast

1.

To receive and approve the audited consolidated

1,703,740,398

0

1,703,740,398

financial statements and the reports of the Directors

(100%)

(0%)

and the auditors of the Company for the year ended 31

December 2020.

2.

(a)

To re-elect Ms. Wong Kai Ling as executive

1,706,530,398

0

1,706,530,398

Director.

(100%)

(0%)

(b)

To re-elect Ms. Choy So Yuk as independent

1,706,530,398

0

1,706,530,398

non-executive Director.

(100%)

(0%)

(c)

To re-elect Mr. Zou Mingwu as independent

2,799,176

1,703,728,222

1,706,527,398

non-executive Director.

(0.16%)

(99.84%)

(d)

To re - elect Mr . Wong Chun Hung as

1,706,530,398

0

1,706,530,398

independent non-executive Director.

(100%)

(0%)

(e)

To authorise the board of Directors to fix the

1,703,740,398

0

1,703,740,398

remuneration of the Directors.

(100%)

(0%)

- 2 -

Number of votes cast

Ordinary resolutions

(Approximate percentage of

total number of votes cast)

Total number

For

Against

of votes cast

3.

To re-appoint CCTH CPA Limited as the auditors of

1,703,740,398

0

1,703,740,398

the Company and to authorise the board of Directors to

(100%)

(0%)

fix their remuneration.

4.

To grant the general mandate to the Directors to issue,

1,703,740,398

0

1,703,740,398

allot and otherwise deal with the Shares.

(100%)

(0%)

5.

To grant the general mandate to the Directors to

1,703,740,398

0

1,703,740,398

repurchase the Shares.

(100%)

(0%)

6.

To add the nominal amount of the Shares repurchased

1,703,740,398

0

1,703,740,398

by the Company to the mandate granted to the

(100%)

(0%)

Directors under resolution no. 4.

As more than 50% of the votes were cast in favour of the resolutions numbered 1, 2(a), 2(b), 2(d), 2(e), 3 to 6, the resolutions numbered 1, 2(a), 2(b), 2(d), 2(e), 3 to 6 were passed as ordinary resolutions of the Company by the Shareholders at the AGM.

As more than 50% of the votes were cast against the resolution numbered 2(c), the resolution numbered 2(c) was not passed by the Shareholders at the AGM.

As at the date of the AGM, the total number of issued shares in the Company was 5,989,329,877 Shares, which was the total number of Shares entitling the Shareholders to attend and vote on all the resolutions at the AGM. There were no Shares entitling the Shareholders to attend and abstain from voting in favour of the resolutions at the AGM as set out in Rule 13.40 of the Listing Rules and there were no Shares requiring the Shareholders to abstain from voting at the AGM under the Listing Rules. No parties were indicated in the AGM Circular that they intended to vote against or to abstain from voting on any resolutions at the AGM.

RETIREMENT OF DIRECTOR

The Board further announces that Mr. Zou Mingwu retired by rotation as an independent non-executive Director with effect from the conclusion of the AGM held on 3 June 2021 in accordance with the Bye-laws, as the resolution in respect of his re-election was not passed by the Shareholders at the AGM.

- 3 -

At the AGM, Mr. Zou Mingwu, being eligible, offered himself for re-election but the relevant resolution in relation to his re-election was not passed by the Shareholders. The Board are not aware of any matter relating to the retirement of Mr. Zou Mingwu that needs to be brought to the attention of the Shareholders and the Stock Exchange.

The Board extends its appreciation to Mr. Zou Mingwu for his past contribution to the Company during his tenure of office.

POLL RESULTS OF THE SGM

The Board is pleased to announce that the ordinary resolution set out in the SGM Notice was duly passed by the Shareholders by way of poll at the SGM. The poll results in respect of the ordinary resolution proposed at the SGM were as follows:

Number of votes cast

Ordinary resolution

(Approximate percentage of

total number of votes cast)

Total number

For

Against

of votes cast

To approve the Share Consolidation and to authorise the

1,721,191,896

3,500

1,721,195,396

Director(s) to do all things necessary for implementation of

(99.99)%

(0.01)%

the aforesaid.

As more than 50% of the votes were cast in favour of the above resolution, the above resolution was duly passed as an ordinary resolution of the Company by the Shareholders at the SGM.

As at the date of the SGM, the total number of issued shares in the Company was 5,989,329,877 Shares, which was the total number of Shares entitling the Shareholders to attend and vote on the resolution at the SGM. There were no Shares entitling the Shareholders to attend and abstain from voting in favour of the resolution at the SGM as set out in Rule 13.40 of the Listing Rules and there were no Shares requiring the Shareholders to abstain from voting at the SGM under the Listing Rules. No parties were indicated in the SGM Circular that they intended to vote against or to abstain from voting on the resolution at the SGM.

The Company's branch share registrar in Hong Kong, Tricor Tengis Limited, was appointed as the scrutineer for the purpose of vote-taking at the AGM and the SGM.

- 4 -

SHARE CONSOLIDATION AND CHANGE IN BOARD LOT SIZE

The Share Consolidation will become effective on Monday, 7 June 2021. Dealings in the Consolidated Shares on the Stock Exchange will commence at 9:00 a.m. on Monday, 7 June 2021. Please refer to the SGM Circular for the details, including the trading arrangement, the exchange of share certificates and matching services for odd lots in connection with the Share Consolidation and the change in board lot size.

Shareholders should note that upon the Share Consolidation becoming effective, new share certificates of the Consolidated Shares in blue colour will be issued to the Shareholders.

Upon the Share Consolidation becoming effective, the board lot size for trading in Shares on the Stock Exchange will be changed from 3,000 Existing Shares to 9,000 Consolidated Shares with effect from Tuesday, 22 June 2021.

By order of the Board

Silk Road Logistics Holdings Limited

Meng Fanpeng

Executive Director

Hong Kong, 3 June 2021

As at the date of this announcement, the Board comprises three executive Directors, namely Ms. Wong Kai Ling, Ms. Yang Yi and Mr. Meng Fanpeng; one non-executive Director, namely Mr. Qin Bo; and three independent non-executive Directors, namely Ms. Choy So Yuk, Mr. Wu Zhao, and Mr. Wong Chun Hung.

- 5 -

Attachments

  • Original document
  • Permalink

Disclaimer

Silk Road Logistics Holdings Ltd. published this content on 03 June 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 June 2021 12:26:17 UTC.