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天津津燃公用事業股份有限公司

TIANJIN JINRAN PUBLIC UTILITIES COMPANY LIMITED

(a joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock Code: 01265)

INDICATIVE ANNOUNCEMENT REGARDING THE CONVENING OF THE

EXTRAORDINARY GENERAL MEETING

This announcement is made in accordance with the Articles of Association of Tianjin Jinran Public Utilities Company Limited (the "Company").

Reference is made to the Notice of the Extraordinary General Meeting of the Company dated 11 February 2021. The board of directors (the "Directors") of the Company (the "Board") would like to announce that based on the written replies received by the Company 20 days before the extraordinary general meeting ("EGM") of the Company to be held on 30 March 2021 (Tuesday) at 3:00 p.m. (i.e 10 March 2021 (Wednesday) is the last day on which the shareholders of the Company are required to return their completed and signed reply slips), the number of shares carrying voting rights represented by the shareholders who intend to attend the EGM is less than one-half of the total number of shares with voting rights at such meeting. In accordance with the requirement of Article 57 of the Articles of Association of the Company, the Company would like to give notice again to its shareholders as follows:

NOTICE IS HEREBY GIVEN that the EGM of the Company will be held at 3:00 p.m. on 30 March 2021 (Tuesday) at Floor 9, Gangao Tower, No. 18 Zhengzhou Road, Heping District, Tianjin, PRC for the purposes of considering and, if thought fit, passing the following resolutions:

ORDINARY RESOLUTIONS

1. "THAT: (a) the conditional gas supply contract dated 9 February 2021 (the "2021 Gas Supply Contract")

(copy of which is produced before the meeting marked "A" and initialed by the chairman of the meeting for the purpose of identification) and entered into between 津燃華潤燃氣有限公 司 (Jinran China Resources Gas Co., Ltd*) ("Jinran China Resources") and the Company and the transactions contemplated thereunder in respect of the supply of natural gas by Jinran China Resources to the Company for the year ending 31 December 2021 be and is hereby approved, confirmed and ratified; and

(b) any one director of the Company (the "Director") be and is hereby authorised to do or execute for and on behalf of the Company all such acts and things and such other documents under hand (and, where required, under the common seal of the Company together with such other Director or person authorised by the board of Directors (the "Board")) and to take such steps as he or they may consider necessary, appropriate, desirable or expedient to implement or give effect to the 2021 Gas Supply Contract and all other matters incidental thereto or in connection therewith and to agree to and make such variation, amendment and waiver of any of the matters relating thereto or in connection therewith."

  • 2. "THAT:

    • (a) the conditional supplemental agreement dated 9 February 2021 (the "TGZ Supplemental Agreement") (copy of which is produced before the meeting marked "B" and initialed by the chairman of the meeting for the purpose of identification) to the gas supply contract dated 11 November 2019 (the "2020 Gas Supply Contract") and entered into between Jinran China Resources and the Company and the transactions contemplated thereunder in respect of the reduction of the monthly price per cubic metre at which the Company sources natural gas from Jinran China Resources, applicable only to the natural gas supplied to 天津鋼管製造有限公 司 (Tianjin Gangguan Zhizao Limited*), from 1 August 2020 to 31 December 2020, be and is hereby approved, confirmed and ratified; and

    • (b) any one Director be and is hereby authorised to do or execute for and on behalf of the Company all such acts and things and such other documents under hand (and, where required, under the common seal of the Company together with such other Director or person authorised by the Board) and to take such steps as he or they may consider necessary, appropriate, desirable or expedient to implement or give effect to the TGZ Supplemental Agreement and all other matters incidental thereto or in connection therewith and to agree to and make such variation, amendment and waiver of any of the matters relating thereto or in connection therewith."

  • 3. "THAT:

    (a) the conditional supplemental agreement dated 9 February 2021 (the "TTT Supplemental

Agreement") (copy of which is produced before the meeting marked "C" and initialed by the chairman of the meeting for the purpose of identification) to the 2020 Gas Supply Contract and entered into between Jinran China Resources and the Company and the transactions contemplated thereunder in respect of the reduction of the monthly price per cubic metre at which the Company sources natural gas from Jinran China Resources, applicable only to the natural gas supplied to 天 津太鋼天管不銹鋼有限公司 (Tianjin Taigang Tianguan Buxiugang Limited*), from 1 August 2020 to 31 December 2020, be and is hereby approved, confirmed and ratified; and

(b) any one Director be and is hereby authorised to do or execute for and on behalf of the Company all such acts and things and such other documents under hand (and, where required, under the common seal of the Company together with such other Director or person authorised by the Board) and to take such steps as he or they may consider necessary, appropriate, desirable or expedient to implement or give effect to the TTT Supplemental Agreement and all other matters incidental thereto or in connection therewith and to agree to and make such variation, amendment and waiver of any of the matters relating thereto or in connection therewith."

By Order of the Board

Tianjin Jinran Public Utilities Company Limited

Zhao Wei

Chairman

Tianjin, PRC, 10 March 2021

*For identification purpose onlyNotes:-

  • (a) Shareholders of the Company are reminded that, pursuant to Article 40 of the articles of association of the Company, the register of members of the Company will be closed from 27 February 2021 (Saturday) to 30 March 2021 (Tuesday), both days inclusive, during which period no change to the register of members will be allowed and no transfer of shares will be registered. The shareholders of the Company, whose names appear on the register of members of the Company on 26 February 2021 (Friday) (after closing of trading), are entitled to attend the EGM and to vote thereat. All transfer of H shares of the Company accompanied by the relevant share certificates and appropriate transfer forms must be lodged with the transfer office of the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712-16, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong by 4:30 p.m. 26 February 2021 (Friday).

  • (b) Shareholders of the Company entitled to attend and vote at the EGM are entitled to appoint a proxy to attend and vote on their behalf in accordance with the articles of association of the Company. A proxy need not be a shareholder of the Company. A shareholder holding two or more shares may appoint more than one proxy.

  • (c) Voting at the EGM shall be taken by poll.

  • (d) To be valid, the proxy form for the use of shareholders and, if such proxy form is signed by a person on behalf of the appointer pursuant to a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority must be delivered to the Company (for holders of domestic shares) and the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited (for holders of H shares) in accordance with Note (g) as soon as practicable and in any event not later than 24 hours before the time appointed for holding the EGM (or where applicable, any adjournment thereof).

  • (e) Shareholders of the Company who intend to attend the EGM are required to complete and return to the Company the enclosed reply slip by 10 March 2021 (Wednesday). Further details are set out in the reply slip and explanation thereto.

  • (f) Completion and return of the proxy forms and reply slip will not affect the right of the shareholders of the Company to attend and vote at the EGM, if the shareholders of the Company so desire and, in such event, the instrument appointing a proxy shall be deemed to be revoked.

  • (g) Shareholders of the Company shall deliver the proxy forms (and a notarially certified copy of the power of attorney or other authority if such proxy is signed by a person on behalf of the appointer pursuant to a power of attorney or other authority) to the office of the Company at Floor 9, Gangao Tower, No. 18 Zhengzhou Road, Heping District, Tianjin, PRC (for holders of Domestic Shares), or to the office of the Company's H share registrar, Computershare Hong Kong Investor Services Limited at 17M, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for holders of H Shares) as soon as practicable and in any event not later than 24 hours before the time appointed for holding of the EGM.

  • (h) Shareholders of the Company and proxies attending the EGM shall be responsible for their own transportation and accommodation expenses.

As at the date of this announcement, the Board comprises three executive Directors, namely Mr. Zhao Wei (Chairman), Ms. Tang Jie and Mr. Sun Liangchuan, three non-executive Directors, namely Mr. Hou Shuang Jiang, Mr. Zhao Heng Hai and Mr. Zhang Jinlin, and three independent non-executive Directors, namely Mr. Zhang Ying Hua, Mr. Yu Jian Jun and Mr. Guo Jia Li.

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Tianjin Jinran Public Utilities Co. Ltd. published this content on 10 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 March 2021 14:34:03 UTC.