Notice of EGM

RNS Number : 3534U

Air China Ld

13 October 2010

 



Hong Kong Exchangesand 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.

 AIR CHINA

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

(Stock Code: 00753)

SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

Reference is made to the notice of the extraordinary general meeting dated 10 September2010 (the "EGM Notice") which sets out the ordinary resolution to be considered by shareholders at theextraordinary general meeting (the "EGM") to be held at theConference Room, Air China Building, 36 Xiaoyun Road, Chaoyang District,Beijing, PRC at 10:00 a.m. on28 October 2010.

Reference is also made to the joint announcement dated 10 September2010 issued by the Company andCathay Pacific in respect of their continuingconnected transactions (the "Announcement") and the circular of the Company dated 10 September2010 in respect of the same subject matter and the EGM Notice (the "Circular"), whichcalls for the approval to the Transactions by theindependent shareholders of the Company by way of poll at the EGM. Cathay Pacific, being asubstantial shareholder of the Company, will abstain from voting on the Transactions at the EGM. Unless otherwiseindicated, capitalised terms used in this notice shall havethe same meaning as those defined in the Announcement and the Circular.

SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the EGM, which will be held as originally scheduled, will consider and, if thought fit, pass the following by way of ordinary resolutions and special resolutions in addition to the resolution set out in the EGM Notice.

ORDINARY RESOLUTIONS

1.     To consider and approve the proposal on the emolument of the directors of the third session of the board of the Company and the appointmentof the directors of the third session of the board of the Company where Mr. Kong Dong, Ms. Wang Yinxiang, Mr. Cao Jianxiong, Mr. Sun Yude, Mr. Christopher Dale Pratt and Mr. Ian Sai Cheung Shiu are appointed as non-executive directors, Mr. Cai Jianjiangand Mr. Fan Cheng are appointed as executive directors, and Mr. Jia Kang, Mr. Fu Yang, Mr. Han Fangming andMr. Li Shuang will be appointedas independent non-executive directors and the proposal on the emolument of the directors of the third session of the board of the Company.

2.   To considerand approve the proposal on the emolument of the supervisors of the thirdsession of the supervisory committee of the Company and the appointmentof Mr. Li Qingling, Mr. Zhang Xueren and Mr. He Chaofan as supervisors representing the shareholders of the third session of the supervisory committee of the Company.

SPECIAL RESOLUTION

3.     To considerand approve the Company's purchaseof 20 Boeing 737-800 aircraft from Boeing Company; to consider and approve Shenzhen Airlines Limited (a subsidiary of the Company)'spurchase of 10 Airbus 320-seriesaircraft from Airbus Company; to consider and approve the Company's purchase of 15 Boeing 787-9 aircraft from Boeing Company; and to consider and approve the Company's purchase of 4 Boeing 777-300ERaircraft from Boeing Company.

By order of the Board Air China Limited Chairman

Kong Dong

Beijing, the PRC, 13 October 2010

As at the date of this notice, the directors of the Company are Mr. Kong Dong, Ms. Wang Yinxiang, Mr. Wang Shixiang,Mr. Cao Jianxiong, Mr.Christopher Dale Pratt, Mr. Cai Jianjiang, Mr. Fan Cheng, Mr. Hu Hung Lick, Henry*, Mr. Zhang Ke*, Mr. Jia Kang* and Mr. Fu Yang*.

*   Independent non-executive Director of the Company

Notes:

(1)     A revised proxy form is enclosedwith this notice. The form of proxy dispatchedtogether with the EGM Notice (the "Original Proxy Form") is superseded by this revised proxy form.

(2)     Please refer to the EGM Notice for details in respect of another resolutionto be passed at the EGM, eligibility for attendingthe EGM, proxy, registration procedures, closure of register of members and other relevant matters.

(3)     Please refer to the notice of attendanceof the EGM of the Company dated 10 September 2010 in respect of thetiming and address for attending the EGM and other relevant matters.

 

END

 

 

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