Last checked at 8 Dec 2015 07:00
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)
SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING
Reference is made to the notice of the extraordinary general meeting of Air China Limited (the "Company") dated 7 November 2015 (the "Former EGM Notice") which sets out the resolutions to be considered by shareholders at the extraordinary general meeting to be held at 2:00 p.m. on 22 December 2015 at The Conference Room One, 29/F, Air China Building, 36 Xiaoyun Road, Chaoyang District, Beijing, PRC (the "EGM").
SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the EGM, which will be held as originally scheduled, will consider and, if thought fit, pass the following ordinary resolution in addition to the resolutions set out in the Former EGM Notice:
Ordinary Resolution:
6. To consider and approve the appointment of Mr. Li Dajin ("Mr. Li") as an independent non-executive director of the Company.
Please refer to Appendix I for details of the proposed appointment of Mr. Li as an independent non-executive director of the Company and his biographical information.
By order of the Board
Air China Limited
Rao Xinyu Tam Shuit Mui
Joint Company Secretaries
Beijing, the PRC, 8 December 2015
Notes:
(1) A revised form of proxy is enclosed with this notice. Whether or not you are able to attend the EGM, you are requested to complete the accompanying revised form of proxy in accordance with the instructions printed thereon and return the same to the Company's H share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong as soon as practicable and in any event not less than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof (as the case may be). Completion and return of the revised form of proxy will not preclude the shareholders of the Company from attending and voting in person at the EGM or any adjournment thereof.
(2) Please refer to the Former EGM Notice for details in respect of the eligibility for attending the EGM, proxy, registration procedures, closure of register of members and other relevant matters.
(3) Please refer to the notice of attendance of the EGM of the Company in respect of the timing and address for attending the EGM and other relevant matters.
As at the date of this notice, the directors of the Company are Mr. Cai Jianjiang, Ms. Wang Yinxiang, Mr. Cao Jianxiong, Mr. Feng Gang, Mr. John Robert Slosar, Mr. Ian Sai Cheung Shiu, Mr. Song Zhiyong, Mr. Fan Cheng, Mr. Fu Yang*, Mr. Pan Xiaojiang*, Mr. Simon To Chi Keung* and Mr. Stanley Hui Hon-chung*.
* Independent non-executive director of the Company
Appendix I
Please refer to the announcement of the Company dated 7 December 2015 for further details of the proposed appointment of Mr. Li as an independent non-executive director of the Company.
The biographical details of Mr. Li are as follows:
Mr. Li Dajin, aged 57, graduated from Peking University majoring in law. He was admitted to practice law in the PRC in 1982 and is the managing director partner of East & Concord Partners. Mr. Li currently also serves as deputy to the 12th National People's Congress, legislative consultant to the Standing Committee of Beijing Municipal People's Congress, invited supervisor to the PRC Supreme People's Court, invited supervisor to the Ministry of Public Security of the PRC, visiting professor to Lawyer College Renmin University of China, lecturer for master candidate of Tsinghua University Law School, and visiting professor of Southwest University of Political Science & Law. He previously served as vice president of the 6th All China Lawyers Association, president of the 7th Beijing Lawyers Association, and committee member of the 13th Beijing Municipal People's Congress.
Mr. Li served as an independent non-executive director of China Sports Industry Group Co., Ltd. (listed on the Shanghai Stock Exchange, stock code: 600158) from April 2012 to September 2013. Save as disclosed above, Mr. Li has not held any directorship in other public companies the securities of which are listed on any securities market in Hong Kong or overseas over the past three years or held any other position with the Company or other members of the group, nor does Mr. Li have any relationship with any other directors, senior management, substantial or controlling shareholders of the Company. As at the date of this notice, Mr. Li does not have any interest in shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong).
The proposed emolument of Mr. Li is RMB150,000 per year and Mr. Li will enter into a service contract with the Company on this basis. The term of Mr. Li's office shall commence on the date of approval by the shareholders of his appointment and shall end on the expiry of the term of the current session of the board of directors of the Company.
Save as disclosed above, there is no other information required to be disclosed pursuant to items (h) to (v) of Rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, nor are there any other matters in respect of the proposed appointment of Mr. Lithat need to be brought to the attention of the shareholders of the Company.