SCMP : VOTING RESULTS AT THE ANNUAL GENERAL MEETING HELD ON 6 JUNE 2016

Microsoft Word - E_2016 AGM poll result (2)

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Armada Holdings Limited (南潮控股有限公司)* (Formerly known as: SCMP Group Limited (南華早報集團有限公司)*)

(Incorporated in Bermuda with limited liability)

(Stock Code: 583)

VOTING RESULTS AT THE ANNUAL GENERAL MEETING HELD ON 6 JUNE 2016

At the annual general meeting of Armada Holdings Limited (formerly known as: SCMP Group Limited) (the "Company") held on 6 June 2016 (the "2016 AGM"), a poll was demanded by the Chairman for voting on all the proposed resolutions as set out in the notice of annual general meeting ("AGM Notice") dated 26 April 2016.

Computershare Hong Kong Investor Services Limited, the Company's share registrar in Hong Kong, was appointed as the scrutineer for the vote-taking at the 2016 AGM.

As at the date of the 2016 AGM, the total number of issued shares in the Company was 1,567,745,596, which was the total number of shares entitling the holders to attend and vote for or against the resolutions at the 2016 AGM. There was no restriction on any shareholder to cast votes on any of the resolutions at the 2016 AGM. No person had indicated in the circular containing the AGM Notice any intention to vote against or to abstain from voting on any of the resolutions at the 2016 AGM.

The poll results for each of the proposed resolutions are as follows:

Resolutions	No. of Votes (%)
	For	Against
1.	To consider and adopt the Audited Financial Statements for the year ended 31 December 2015 and the Reports of the Directors and the Independent Auditor thereon	1,433,043,858 99.930267%	1,000,000 0.069733%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
2.	To approve the payment of a final dividend	1,433,045,858 99.930267%	1,000,000 0.069733%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
3.	To re-elect Mr. Wong Kai Man as independent non-executive Director	1,433,039,858 99.930267%	1,000,000 0.069733%

As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
4.	To elect Ms. Tong Shao Ming as executive	1,433,039,858	1,000,000
	Director	99.930267%	0.069733%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
5.	To elect Mr. Chak Chung Luen, Albert as	1,433,039,858	1,000,000
	executive Director	99.930267%	0.069733%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
6.	To elect Mr. Tse Kai Chi as non-executive	1,433,039,858	1,000,000
	Director	99.930267%	0.069733%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
7.	To elect Mr. Chua Phuay Hee as independent	1,433,039,858	1,000,000
	non-executive Director	99.930267%	0.069733%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
8.	To elect Dr. Yeung Hin Chung John as	1,433,039,858	1,000,000
	independent non-executive Director	99.930267%	0.069733%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
9.	To authorize the Board to fix Directors' fees	1,433,039,858	1,002,000
		99.930128%	0.069872%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
10.	To re-appoint PricewaterhouseCoopers as the	1,433,043,858	1,000,000
	auditor of the Company and authorise the Board	99.930267%	0.069733%
	to fix their remuneration
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
11.	To grant a general mandate to the Directors to	258,494,550	1,175,413,308
	issue shares of the Company	18.027278%	81.972722%
	As more than 50% of the votes were cast against this resolution, the resolution was not passed as an ordinary resolution.
12.	To grant a general mandate to the Directors to	1,432,909,858	1,000,000
	buy back shares of the Company	99.930261%	0.069739%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
13.	To grant a general mandate to the Directors to	258,492,550	1,175,413,308
	add shares bought back to the share issue general	18.027163%	81.972837%
	mandate
	As more than 50% of the votes were cast against this resolution, the resolution was not passed as an ordinary resolution.

Hong Kong, 6 June 2016

By order of the Board Lau Che Yin Ian Company Secretary

Following the retirement / resignation of Tan Sri Dr. Khoo Kay Peng, Dr. Fred Hu Zu Liu, Dr. the Hon. Sir David Li Kwok Po and Ms. Kuok Hui Kwong from the board of directors of the Company (the "Board") and election of Mr. Tse Kai Chi, Dr. Yeung Hin Chung John, Mr. Chua Phuay Hee, Ms. Tong Shao Ming and Mr. Chak Chung Luen, Albert to the Board effective at the conclusion of the 2016 AGM and as at the date of this announcement, the Board comprises:

Non-executive Directors

Dr. David J. Pang (Chairman) and Mr. Tse Kai Chi

Independent Non-executive Directors

Dr. Yeung Hin Chung John, Mr. Chua Phuay Hee and Mr. Wong Kai Man

Executive Directors

Ms. Tong Shao Ming and Mr. Chak Chung Luen Albert

* For identification purpose only