34312dee-bfa6-45f6-97ec-8cd5d0c67e7c.pdf

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(Incorporated in Bermuda with limited liability)

(Stock Code: 988)


NOTICE OF SPECIAL GENERAL MEETING


NOTICE IS HEREBY GIVEN that a special general meeting (the 'SGM') of Loudong General Nice Resources (China) Holdings Limited (the 'Company') to be held at Suite 2702, 27th Floor, The Sun's Group Centre, 200 Gloucester Road, Wanchai, Hong Kong on Monday, 23 November 2015 at 10:30 a.m. for the purpose of considering and, if thought fit, passing the following resolution with or without amendments as ordinary resolution:


ORDINARY RESOLUTION


'THAT


  1. the subscription agreement dated 24 August 2015 (as amended by the supplemental agreement dated 11 September 2015) (the 'Subscription Agreement') entered into between the Company and Xinya Global Limited in relation to the subscription of convertible bonds (the 'Convertible Bonds') for an aggregate principal amount of HK$300 million issued by the Company, a copy of the Subscription Agreement having been produced to the SGM and marked 'A' and initialed by the chairman of the SGM for the purpose of identification, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;


  2. the directors of the Company be and are hereby granted a specific mandate to exercise powers of the Company to allot and issue such number of shares of the Company as may be required to be allotted and issued upon exercise of the conversion rights attaching to the Convertible Bonds; and

  3. any one or more directors of the Company be and are hereby authorised to sign, execute, perfect, deliver and do all such documents, deeds, acts, matters and things, as the case may be, as they may in their discretion consider necessary desirable or expedient to carry out and implement the Subscription Agreement and the transactions contemplated thereunder into full effect.'


By order of the Board

Loudong General Nice Resources (China) Holdings Limited Lau Yu

Executive Director and Chief Executive Officer


Hong Kong, 4 November 2015


As at the date of this announcement, the Board consists of five executive Directors, namely Mr. Cai Sui Xin, Mr. Zhao Cheng Shu, Mr. Lau Yu, Mr. Ng Tze For and Ms. Li Xiao Juan; one non-executive Director, namely Mr. Li Xiao Long, and three independent non-executive Directors, namely Ms. Choy So Yuk, Mr. Gao Wen Ping and Mr. Leung Yuen Wing.

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