NOTICE OF EXTRAORDINARY GENERAL MEETING

RNS Number : 9329A
Air China Ld
04 June 2021
 

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.

 

AIR CHINA LIMITED

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

(Stock Code: 00753)

 

 

NOTICE OF EXTRAORDINARY GENERAL MEETING

 

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the "EGM") of Air China Limited (the "Company") will be held at 11:00 a.m. on Tuesday, 20 July 2021 at The Conference Room C713, No. 30 Tianzhu Road, Airport Industrial Zone, Shunyi District, Beijing, the PRC to consider and, if thought fit, to pass the following resolution:

 

ORDINARY RESOLUTION

 

1.  To consider and approve the appointment of Mr. Ma Chongxian as an executive director of the

  Company.

 

For the biographical details of Mr. Ma Chongxian, please refer to the Appendix of this notice.

 

By Order of the Board

  Air China Limited

  Zhou Feng

Company Secretary

 

Beijing, the PRC, 3 June 2021

 

As at the date of this notice, the directors of the Company are Mr. Song Zhiyong, Mr. Feng Gang, Mr. Patrick Healy, Mr. Xue Yasong, Mr. Duan Hongyi*, Mr. Stanley Hui Hon-chung* and Mr. Li Dajin*.

 

 Independent non-executive director of the Company


Notes:

 

1.  ClosureofregisterofmembersandeligibilityforattendingandvotingattheEGM

 

HoldersofHSharesoftheCompanyareadvisedthattheregisterofmembersofHsharesoftheCompanywillbeclosedfromSunday,20June2021toTuesday,20July2021(bothdaysinclusive),duringwhichtimenotransferofHSharesoftheCompanywillbeeffectedandregistered.InordertoqualifyforattendanceandvotingattheEGM,instrumentsoftransferaccompaniedbysharecertificatesandotherappropriate documentsmustbelodged withthe Company'sHShare registrar,ComputershareHongKong InvestorServicesLimitedat Shops1712-1716,17/F, HopewellCentre,183Queen'sRoadEast,WanChai,HongKong,by4:30p.m.onFriday,18June2021.

 

HShareShareholdersoftheCompanywhosenamesappearontheregisterofmembersofHsharesoftheCompanyatthecloseofbusinessonFriday,18June2021areentitledtoattendandvoteattheEGM.

 

2.  NoticeofAttendance

 

HShareShareholderswhointendtoattendtheEGMshouldcompleteandlodgetheaccompanyingnoticeofattendanceandreturnittotheCompany'sHShareregistraronorbeforeTuesday,29June2021. The notice of attendance may be delivered by hand, by post or by fax to the Company's H Shareregistrar.Completionandreturnofthenoticeofattendancedonotaffecttherightofashareholdertoattend and vote at the EGM. However, the failure to return the notice of attendance may result in anadjournmentoftheEGM,ifthenumberofsharescarryingtherighttovoterepresentedbytheshareholdersproposingtoattendtheEGMbythenoticeofattendancedoesnotreachmorethanhalfofthetotalnumberofsharesoftheCompanycarryingtherighttovoteattheEGM.

 

3.  Proxy

 

Every shareholder who hasthe right to attend and vote at the EGMis entitled to appoint one or moreproxies,whetherornottheyaremembersoftheCompany,toattendandvoteonhis/herbehalfattheEGM.

 

Aproxyshallbeappointedbyaninstrumentinwriting.Suchinstrumentshallbesignedbytheappointoror his attorney duly authorised in writing. If the appointer is a legal person, then the instrument shall besigned under a legal person's seal or signed by its director or an attorney duly authorised in writing. Theinstrument appointing the proxy shall be deposited at the Company's H Share registrar for holders of HShares not less than 24 hours before the time specified for the holding of the EGM. If the instrumentappointing the proxy is signed by a person authorised by the appointer, the power of attorney or otherdocument of authority under which the instrument is signed shall be notarised. The notarised power ofattorneyorotherdocumentofauthorityshallbedepositedtogetherandatthesametimewiththeinstrumentappointingtheproxyattheCompany'sHShareregistrar.

 

4.  Otherbusiness

 

(i)  The EGM is expected to take less than half a business day. Shareholders and their proxiesattendingthemeetingshallberesponsiblefortheirowntravelingandaccommodationexpenses.

(ii)  TheaddressofComputershareHongKongInvestorServicesLimitedis:

 

17MFloorHopewellCentre

183Queen'sRoadEastWanChai

HongKong

TelNo.:(852)28628628

FaxNo.:(852)28650990

 

 

APPENDIX:

 

Biographical details of Mr. Ma Chongxian ("Mr. Ma") are set out below:

 

Mr. Ma Chongxian, aged 55 , graduated from the Department of Economics of Inner Mongolia University with a bachelor's degree majoring in planning and statistics and holds a degree of EMBA in Tsinghua University. Mr. Ma started his career in July 1988 and has worked in the Mechanical Division of the Inner Mongolia Administration of Civil Aviation Administration of China and the aircraft repair plant in Inner Mongolia branch of Air China International Corporation. He has served as deputy general manager of Inner Mongolia branch of Air China International Corporation since January 1997. From September 2004 to July 2006, he served as secretary of the Communist Party Committee of Zhejiang branch of the Company. Mr. Ma also served as general manager and deputy secretary of the Communist Party Committee of Zhejiang branch of the Company from July 2006 to June 2009. He served as general manager and deputy secretary of the Communist Party Committee of Hubei Branch of the Company from June 2009 to April 2010, during which he concurrently served as   head of "Zhongxing Project" ( ) in  China National Aviation Holding Corporation Limited   from January 2009 to April 2010. Mr. Ma has been serving as vice president and a member of the Standing Committee of the Communist Party Committee of the Company since April 2010. From April 2010 to December 2016, he served as chairman, president and deputy secretary of the Communist Party Committee of Shandong Aviation Group Co., Ltd.. He has been a member of the Communist Party Group of China National Aviation Holding Corporation Limited since August 2016 and vice general manager and a member of the Communist Party Group of China National Aviation Holding Corporation Limited from December 2016 to April 2021. Since April 2021, he has been serving as director, general manager and deputy secretary of the Communist Party Group of China National Aviation Holding Corporation Limited, and concurrently as president and deputy secretary of the Communist Party Committee of the Company from May 2021.

 

Save as disclosed above and as at the latest practicable date of this notice (i.e. 31 May 2021) (the "Latest Practicable Date"), Mr. Ma does not have any relationship with any directors, senior management, substantial shareholder(s) or controlling shareholder(s) of the Company or hold any other positions in the Company or any of its subsidiaries, or any directorship in other listed companies in the last three years.

 

As at the Latest Practicable Date, Mr. Ma does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

 

Upon approval of the resolution on Mr. Ma's appointment as an executive director of the Company at the EGM, Mr. Ma will hold the position as vice chairman of the Company with immediate effect. Mr. Ma will enter into a service contract with the Company for serving as a director of the Company for a term commencing on the date of approval by the Shareholders of his appointment and ending on the expiry of the term of the current session of the Board. Mr. Ma will not receive any remuneration for his serving as director of the Company.

 

Save as disclosed above, the Board is not aware of any other matters in relation to the proposed appointment of Mr. Ma as an executive director of the Company that need to be brought to the attention of the Shareholders nor any information that is required to be disclosed pursuant to Rule 13.51(2)(h) to 13.51(2)(v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

 

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