CAPITAMALLS ASIA LIMITED 
By
The Singapore Exchange Securities Trading Limited, 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.
凱德商用產業有限公司*
(Singapore Company Registration Number: 200413169H) (Incorporated in the Republic of Singapore with limited liability) (Hong Kong Stock Code: 6813) (Singapore Stock Code: JS8)
ANNOUNCEMENT POLL RESULTS OF ANNUAL GENERAL MEETING AND EXTRAORDINARY GENERAL MEETING HELD ON 17 APRIL 2014
The voting at the annual general meeting (the "AGM") and extraordinary general meeting (the "EGM") of CapitaMalls Asia Limited (the "Company" or "CMA") held on
17 April 2014 were conducted by way of poll on all the proposed resolutions as set out in the respective notices of the AGM and EGM dated 17 March 2014 (the "AGM Notice" and "EGM Notice").
As at the date of the AGM and EGM, the total number of issued shares of the Company was 3,897,695,302 shares, which was the total number of shares entitling the holders to attend and vote for or against the proposed resolutions at the AGM and EGM. CMA's Directors and their associates had to abstain from voting their shares, (if any) on Resolution 3 at the AGM. Save as aforesaid, there were no restrictions on any shareholders casting votes on any of the proposed resolutions at the AGM and EGM.
KPMG LLP, the Company's auditors, was appointed as the scrutineer at the AGM and EGM for the purpose of vote-taking. All the proposed resolutions, which were voted on by poll, were approved by shareholders. The poll results in respect of the respective resolutions proposed at the AGM and EGM were as follows:
* For identification purposes only
(1) AGM Results
No. | Resolutions Relating to: | For | Against | ||
No. | Resolutions Relating to: | No. of Shares | % | No. of Shares | % |
1 | Adoption of Directors' Report and Audited Financial Statements for the year ended 31 December 2013 and the Auditors' Report thereon | 3,099,720,687 | 99.95 | 1,626,042 | 0.05 |
2 | Declaration of final 1-tier dividend of S$0.0175 per share for the year ended 31 December 2013 | 3,099,724,775 | 99.95 | 1,463,855 | 0.05 |
3 | Approval of Directors' fees of S$1,496,778 for the year ended 31 December 2013 | 3,094,252,543 | 99.81 | 6,035,775 | 0.19 |
4(a) | Re-election of Tan Sri Amirsham A Aziz as Director | 2,709,416,812 | 87.38 | 391,312,713 | 12.62 |
4(b) | Re-election of Mr Lim Tse Ghow Olivier as Director | 3,095,859,101 | 99.85 | 4,533,077 | 0.15 |
4(c) | Re-election of Mr Lim Beng Chee as Director | 3,095,801,638 | 99.86 | 4,359,976 | 0.14 |
5 | Re-appointment of Messrs KPMG LLP as Auditors and authority for the Directors to fix their remuneration | 3,098,222,084 | 99.96 | 1,234,830 | 0.04 |
6 | Authority for Directors to issue shares and to make or grant instruments pursuant to Section 161 of the Companies Act, Chapter 50 of Singapore and Rule 806 of the Listing Manual of the Singapore Exchange Securities Trading Limited | 3,038,967,664 | 98.22 | 55,037,507 | 1.78 |
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No. | Resolution Relating to: | For | Against | ||
No. | Resolution Relating to: | No. of Shares | % | No. of Shares | % |
7 | Authority for Directors to grant awards, and to allot and issue shares, pursuant to the CapitaMalls Asia Performance Share Plan and the CapitaMalls Asia Restricted Stock Plan | 2,739,370,005 | 88.54 | 354,490,644 | 11.46 |
8 | Authority for Directors to allot and issue shares pursuant to the CapitaMalls Asia Dividend Reinvestment Scheme | 3,083,290,756 | 99.68 | 9,992,399 | 0.32 |
Please refer to the AGM Notice for the full version of the resolutions.
As more than 50% of votes were cast in favour of each of the resolutions, all the above resolutions were duly passed as ordinary resolutions at the AGM.
With effect from the conclusion of the AGM, Ms Chua Kheng Yeng Jennie has retired as a Non-Independent Non-Executive Director of CMA. Ms Chua has confirmed that she has no disagreement with the Board and there are no matters which should be brought to the attention of the shareholders of the Company in relation to her retirement. The Board of Directors and Management of CMA thank Ms Chua for her invaluable contributions to CMA.
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(2) EGM Result
No. | Resolution Relating to: | For | Against | ||
No. | Resolution Relating to: | No. of Shares | % | No. of Shares | % |
- | Approval of the Renewal of Share Purchase Mandate to authorise the Directors to purchase or otherwise acquire ordinary shares in the capital of the Company | 3,128,899,713 | 99.99 | 362,297 | 0.01 |
Please refer to the EGM Notice for the full version of the resolution.
As more than 50% of votes were cast in favour of the resolution, the above resolution was duly passed as an ordinary resolution at the EGM.
BY ORDER OF THE BOARD CapitaMalls Asia Limited Tan Lee Nah
Company Secretary
Singapore, 17 April 2014
As at the date of this announcement, the board of directors of the Company comprises Mr Ng Kee Choe (Chairman and non-executive director); Mr Lim Beng Chee as executive director; Mr Lim Ming Yan and Mr Lim Tse Ghow Olivier as non- executive directors; and Mr Sunil Tissa Amarasuriya, Tan Sri Amirsham A Aziz, Dr Loo Choon Yong, Mrs Arfat Pannir Selvam, Mr Bob Tan Beng Hai and Professor Tan
Kong Yam as independent non-executive directors.
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