Greatview Aseptic Packaging : 25/05/2022 - Poll Results of Annual General Meeting Held on 25 May 2022 and Appointment of Alternate Director and Change of Composition of the Board Committee (PDF, 82 kB)

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GREATVIEW ASEPTIC PACKAGING COMPANY LIMITED

(incorporated in the Cayman Islands with limited liability)

(Stock code: 00468)

1. 1. POLL RESULTS OF ANNUAL GENERAL MEETING HELD ON 25 MAY 2022; AND
2. APPOINTMENT OF ALTERNATE DIRECTOR AND CHANGE OF COMPOSITION OF THE BOARD COMMITTEE

POLL RESULTS OF THE ANNUAL GENERAL MEETING

Greatview Aseptic Packaging Company Limited (the "Company", and together with its subsidaries, the "Group") is pleased to announce the poll results in respect of the resolutions proposed at the annual general meeting of the Company held electronically online at 10:00 a.m. on Wednesday, 25 May 2022 (the "AGM") and chaired by Mr. HONG Gang, a non-executive director of the Company, are as follows:

		No. of Votes Cast and
	ORDINARY RESOLUTIONS	Percentage (%)
		For	Against
1.	To receive, consider and adopt the audited consolidated	1,054,419,054	1,032,000
	financial statements of the Company and its subsidiaries and	99.90%	0.10%
	the reports of the directors and auditors of the Company for
	the year ended 31 December 2021.

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	No. of Votes Cast and
ORDINARY RESOLUTIONS	Percentage (%)
	For	Against

2. (a) To re-elect the following persons as directors of the Company:

		(i) Mr. BI Hua, Jeff as an executive director;	547,922,359	130,396,111
			80.78%	19.22%
		(ii) Mr. LUETH Allen Warren as an independent non-	900,543,616	154,907,438
		executive director; and	85.32%	14.68%
		(iii) Mr. BEHRENS Ernst Hermann as an independent	961,039,723	94,411,331
		non-executive director.	91.05%	8.95%
	(b)	To authorise the board of directors of the Company (the	1,049,160,054	6,291,000
		"Board") to fix the remuneration of the directors of the	99.40%	0.60%
		Company.
3.	To	re-appoint PricewaterhouseCoopers as auditor of the	1,051,011,054	4,440,000
	Company and authorise the Board to fix its remuneration.	99.58%	0.42%
4.	(A)	To give a general unconditional mandate to the	295,314,745	760,136,309
		directors of the Company to allot, issue and deal with	27.98%	72.02%
		additional shares not exceeding 20% of the number of
		the issued shares of the Company at the benchmarked
		price (as defined in the notice of AGM dated 22 April
		2022) of such shares of the Company.
	(B)	To give a general unconditional mandate to the	1,045,262,054	10,189,000
		directors of the Company to repurchase shares not	99.03%	0.97%
		exceeding 10% of the number of the issued shares of
		the Company.
	(C)	To extend the authority given to the directors of the	294,635,745	760,815,309
		Company pursuant to ordinary resolution no. 4(A) to	27.92%	72.08%
		issue shares by adding the number of shares
		repurchased under ordinary resolution no. 4(B).

As no more than 50% of votes were cast in favour of the above ordinary resolutions no. 4(A) and 4(C), such resolutions were not duly passed. Other resolutions were duly passed.

As at the date of the AGM, the total number of issued shares of the Company was 1,336,631,000 shares, which was the total number of shares entitling the holders to attend and vote for or against the resolutions proposed at the AGM. There were no shares entitling the shareholders to attend and abstain from voting in favour of the proposed resolutions at the AGM as set out in Rule 13.40 of the Rules (the "Listing Rules") Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange"). There were no restrictions on any shareholders

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casting votes on any of the proposed resolutions at the AGM. No shareholders were required under the Listing Rules to abstain from voting on the proposed resolutions at the AGM. No party has stated its intention in the circular of the Company dated 22 April 2022 (the "Circular") that it would vote against any proposed resolution or that it would abstain from voting at the AGM.

The Company's Hong Kong branch share registrar, Tricor Investor Services Limited, was appointed as the scrutineer at the AGM for the purpose of vote-taking.

Shareholders may refer to the notice of AGM dated 22 April 2022 and the Circular for full texts of the above resolutions.

The directors of the Company who attended the AGM did so electronically online and are as follows: the executive directors, being Mr. BI Hua, Jeff and Mr. CHANG Fuquan; the non-executive director, being Mr. HONG Gang; and the independent non-executive directors, being Mr. LUETH Allen Warren and Mr. ZHU Jia.

APPOINTMENT OF ALTERNATE DIRECTOR

The Board further announces that the Company has received a written notice from Mr. PANG Yiu Kai ("Mr. Pang"), a non-executive director of the Company, that he has appointed Mr. HSU David ("Mr. Hsu") as his alternate director (the "Alternate Director") with effect from 24 May 2022.

The biographical details of Mr. Hsu are set out below:

Mr. HSU David (許立慶), aged 63, has over 34 years of experience in management and financial investment. Mr. Hsu has been a director of Jardine Matheson Holdings Limited (Jardine Matheson Holdings Limited and its subsidiaries are referred as "Jardine Matheson Group"), a company which has a standard listing on the London Stock Exchange ("LSE") with secondary listings on the Bermuda Stock Exchange ("BSX") and Singapore Exchange ("SGX") with stock codes JAR, JMHBD.BH and J36, respectively, since May 2016. Prior to joining the Jardine Matheson Group in 2011, he was the chief executive of J.P. Morgan Asset Management in the Asia Pacific Region. Mr. Hsu has been serving as a non-executive director of Zhongsheng Group Holdings Limited (a company listed on the main board of the Hong Kong Stock Exchange with stock code 881) since March 2020. Mr. Hsu was a non-executive director of the Company from August 2017 to March 2020 and Jardine Strategic Holdings Limited (a delisted company which had a standard listing on the LSE, with secondary listings on the BSX and SGX with stock codes JDS, JSHBD.BH and J37, respectively) from January 2014 to April 2021.

Jardine Matheson Holdings Limited indirectly owns 100% of JSH Venture Holdings Limited, a substantial shareholder of the Company. As at the date of this announcement, JSH Venture Holdings Limited holds 377,132,584 shares of the Company, which represents approximately 28.22% of the total issued share capital of the Company.

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Mr. Hsu graduated from the National Chiao Tung University with a bachelor's degree (first class honours) in management in 1980 and obtained an MBA from the National Cheng Chih University in Taiwan.

There is no service contract between the Company and Mr. Hsu with respect to his appointment as the Alternate Director to Mr. Pang. Mr. Hsu has no designated length of service as the Alternate Director but his length of service is subject to the terms and duration of service as set out in the articles of association of the Company. Mr. Hsu will not receive any remuneration from the Company in respect of his appointment as the Alternate Director.

As at the date of this announcement, Mr. Hsu does not have any interests 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).

As at the date of this announcement and save as disclosed above, Mr. Hsu (a) did not hold any other position within the Company or other members of the Group; (b) did not hold any directorships in other listed public companies in Hong Kong or overseas in the three years immediately preceding the date of this announcement; and (c) does not have any relationship with any directors, senior management or substantial or controlling shareholders (as defined under Listing Rules) of the Company.

Save as disclosed above, there is no information to be disclosed pursuant to any of the requirements of Rule 13.51(2)(h) to (v) of the Listing Rules nor are there any matters that need to be brought to the attention of the shareholders of the Company pursuant to Rule 13.51(2) of the Listing Rules in respect of the appointment of Mr. Hsu as the Alternate Director.

CHANGE OF COMPOSITION OF THE BOARD COMMITTEE

Following the appointment of Mr. Hsu as the Alternate Director, he is also appointed an alternate to Mr. Pang as a member of the audit committee of the Company with effect from 24 May 2022. Mr. Hsu will not be entitled to any remuneration in his capacity as an alternate member to Mr. Pang.

The Board would like to take this opportunity to extend a warm welcome to Mr. Hsu for joining the Board.

By order of the Board

Greatview Aseptic Packaging Company Limited

BI Hua, Jeff

Chief Executive Officer and Executive Director

Hong Kong, 25 May 2022

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As at the date of this announcement, the Board comprises two executive directors, namely Mr. BI Hua, Jeff and Mr. CHANG Fuquan; two non-executive directors, namely Mr. HONG Gang and Mr. PANG Yiu Kai (his alternate being Mr. HSU David); and three independent non-executive directors, namely Mr. LUETH Allen Warren, Mr. BEHRENS Ernst Hermann and Mr. ZHU Jia.

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