Results of EGM
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.
ZHEJIANG EXPRESSWAY CO., LTD.
(A joint stock limited company incorporated in the People's Republic of China with limited
liability)
(Stock code: 0576)
ANNOUNCEMENT ON RESULTS OF THE EGM
Zhejiang Expressway Co., Ltd. (the "Company") held an extraordinary general meeting (the
"EGM") at 3:00 p.m. on Thursday, October 16, 2014 at 12/F, Block A, Dragon Century Plaza, 1
Hangda Road, Hangzhou, Zhejiang Province, the People's Republic of China (the "PRC").
Shareholders of the Company (the "Shareholders") who attended the EGM by proxy represented
a total of 3,691,302,504 shares of the Company entitled to attend and to vote at the EGM,
or 84.99% of the total issued share capital of the Company as at the date of the EGM. The
EGM was convened by the board of directors of the Company (the "Board"). Chairman of the
Company, Mr. ZHAN Xiaozhang, chaired the EGM.
After considering the ordinary resolution proposed by the Board at the EGM, the
Shareholders resolved through voting by way of poll to approve and declare an interim
dividend of Rmb6 cents per share in respect of the six months ended June 30, 2014, with
3,691,302,504 shares voted in the affirmative (representing 100 % of the total shares
held by the Shareholders present at the EGM) and no share voted in the negative.
As at the date of the EGM, the total number of issued shares of the Company entitling the
holders to attend and vote at the EGM in respect of the ordinary resolution thereat was
4,343,114,500. There was no share entitling any holder to attend and vote only against the
resolution at the EGM. Mr. Eric Shi of the Company's auditors, Deloitte Touche Tohmatsu
Certified Public Accountants, was appointed and acted as scrutineer for the vote taking
during the EGM. No person was required to abstain from voting at the EGM in relation to the
above.
Further information on the payment of interim dividend for the six months ended June 30,
2014
The payment of an interim dividend of Rmb6 cents per share in respect of the six months
ended June 30, 2014 has been approved by more than half of votes cast by the Shareholders
present at the EGM.
For determining the entitlement to the interim dividend, the register of members holding H
shares of the Company (the "H Shares") will be closed from October 22, 2014 to October 27,
2014, both days inclusive, during which period no transfer of H Shares will be effected. In
order for holders of H Shares to qualify for the interim dividend, all transfers of H
Shares accompanied by the transfer instruments and relevant share certificates must be
lodged with the Company's share registrars in Hong Kong, Hong Kong Registrars Limited at
Rooms 1712-1716, 17/F Hopewell Center, 183 Queen's Road East, Wanchai, Hong Kong for
registration not later than 4:30 p.m. on October 21, 2014. Shareholders whose names
appeared in the register of members of the Company on October 27, 2014 (the "Record Date")
are entitled to the said interim dividend.
Pursuant to the Company's articles of association, dividends of H Shares shall be paid in
Hong Kong dollars according to the average closing price of Hong Kong dollars to Renminbi
declared by the People's Bank of China in the five trading days immediately preceding the
date of the declaration of dividends. The applicable exchange rate for the purpose of the
payment of the interim dividend is therefore HK$1.00 to Rmb0.79144.
According to the Law on Corporate Income Tax of the People's Republic of China and the
relevant implementing rules (the "CIT Law") which came into effect on January 1, 2008, the
Company is obliged to withhold for payment the corporate profit tax, which is at the rate
of 10%, from the payment of dividends to non-resident enterprises (as defined under the CIT
Law, including HKSCC (Nominees) Limited, other nominees, trustees or other groups and
organizations) who are holders of H Shares. Dividends paid to natural persons who are
holders of H Shares are not subject to individual income tax for the time being.
The interim dividend of HK$7.581 cents per share (before tax) is expected to be paid to
holders of H Shares on November 27, 2014.
Investors should read this announcement carefully. The Company will withhold for payment
the corporate profit tax strictly in accordance with the relevant laws or requirements of
the relevant governmental departments and strictly based on what has been registered on the
H Share register of members on the Record Date. The Company will owe no liability
whatsoever in respect of, and will not entertain any claims arising from any delay in or
inaccurate determination of, the status of the Shareholders, or any disputes over the
mechanism of withholding.
By order of the Board
Zhejiang Expressway Co., Ltd.
Tony Zheng
Company Secretary
Hangzhou, the PRC, October 16, 2014
As at the date of this announcement, the executive directors of the Company are:
Mr. ZHAN Xiaozhang, Ms. LUO Jianhu and Mr. DING Huikang; the non-executive directors of
the Company are: Mr. LI Zongsheng, Mr. WANG Weili and Mr. WANG Dongjie; and the independent
non-executive directors are: Mr. ZHANG Junsheng, Mr. ZHOU Jun and Mr. PEI Ker-Wei.