PDF《上海拉夏贝尔服饰股份有限公司》

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上海拉夏贝尔服饰股份有限公司Shanghai La Chapelle Fashion Co., Ltd. (a joint stock company incorporated in the People'

s Republic of China with limited liability) (Stock code: 06116) (I) VOTING RESULTS OF THE ANNUAL GENERAL MEETING HELD ON

12 MAY 2017;

(II) CHANGE OF MEMBERS OF THE BOARD AND THE SUPERVISORY COMMITTEE;

(III) CHANGE OF COMPOSITION OF BOARD COMMITTEES;

AND (IV) DISTRIBUTION OF

2016 FINAL DIVIDEND Reference is made to the circular of Shanghai La Chapelle Fashion Co., Ltd. (the '

'

Company'

'

) dated

27 March

2017 (the '

'

Circular'

'

). Unless the context otherwise requires, capitalized terms used herein shall have the same meanings as those defined in the Circular. (I) VOTING RESULTS OF THE ANNUAL GENERAL MEETING The

2016 annual general meeting (the '

'

AGM'

'

) of the Company was held at the conference room no. II, 6/F, CHJ Industrial Building,

81 Caodongzhi Road, Xuhui District, Shanghai, the PRC at 2:

00 p.m. on Friday,

12 May 2017. The convening of the AGM was in accordance with the Company Law and the Articles of Association. As at the date of the AGM, the total number of issued Shares is 492,901,642 Shares, all of which entitled the holders to attend and vote on the resolutions put forward at the AGM (the '

'

AGM Resolutions'

'

) based on their shareholdings. Shareholders holding an aggregate of 301,548,525 voting Shares, representing approximately 61.18% of the total number of issued Shares, attended the AGM either in person or by proxy. No Shareholder was required to abstain from voting on the AGM Resolutions. There were no Shares entitling the Shareholders to attend but requiring the Shareholders to abstain from voting in favour of any of the AGM Resolutions at the AGM as set out in Rule 13.40 of the Listing Rules. None of the Shareholders has stated his/her/its intention in the Circular to vote against or to abstain from voting on any of the AGM Resolutions at the AGM. All AGM Resolutions were put to vote by way of poll. Computershare Hong Kong Investor Services Limited, the Company'

s H share registrar in Hong Kong, was appointed as the scrutineer for the purpose of vote-taking of the poll at the AGM. C

1 C The poll results in respect of the resolutions proposed at the AGM were as follows: ORDINARY RESOLUTIONS NO. OF SHARES VOTED (%) FOR AGAINST ABSTAIN 1. To consider and approve the report of the Board of the Company for the year ended

31 December 2016. 301,548,525 (100%)

0 (0%)

0 (0%) 2. To consider and approve the report of the Supervisory Committee of the Company for the year ended

31 December 2016. 301,548,525 (100%)

0 (0%)

0 (0%) 3. To consider and approve the work report of independent non-executive directors of the Company for the year ended

31 December 2016. 301,548,525 (100%)

0 (0%)

0 (0%) 4. To consider and approve the audited financial statements and the report of the auditors of the Company for the year ended

31 December 2016. 301,548,525 (100%)

0 (0%)

0 (0%) 5. To consider and approve the Company'

s profit distribution plan and declaration of final dividends for the year ended

31 December 2016. 301,548,525 (100%)

0 (0%)

0 (0%) 6. To consider and approve the re-appointment of PricewaterhouseCoopers as the international auditors of the Company to hold office until the conclusion of the next annual general meeting of the Company, and to authorise the Board to fix their remunerations. 301,548,525 (100%)

0 (0%)

0 (0%) 7. To consider and approve the re-appointment of PricewaterhouseCoopers Zhong Tian LLP (Special General Partnership) as the Company'

s PRC domestic auditor for the year

2017 and authorize the Board to determine and fix the auditor'

s remuneration. 301,548,525 (100%)

0 (0%)

0 (0%) 8. To consider and approve the report on the use of proceeds from the

2014 Offering of the Group. 301,548,525 (100%)

0 (0%)

0 (0%) 9. To consider and confirm the report on the related party transactions of the Group during the period from

1 January

2014 to

31 December 2016. 301,548,525 (100%)

0 (0%)

0 (0%) 10. To consider and approve the resolution on application to the bank for credit facilities of Shanghai La Chapelle Fashion Co., Ltd. 301,548,525 (100%)

0 (0%)

0 (0%) 11. To consider and approve the resolution on providing guarantee for the subsidiaries of Shanghai La Chapelle Fashion Co., Ltd. 301,548,525 (100%)

0 (0%)

0 (0%) 12. To consider and approve the Company'

s final accounts for the year 2016. 301,548,525 (100%)

0 (0%)

0 (0%) C

2 C ORDINARY RESOLUTIONS NO. OF SHARES VOTED (%) FOR AGAINST ABSTAIN 13. To consider and approve the Company'

s financial budget for the year 2017. 301,548,525 (100%)

0 (0%)

0 (0%) 14. To consider and approve the re-election of Mr. Xing Jiaxing as executive Director of the Company for a term of three years commencing from the date of the AGM, and to authorise the Board to fix his remuneration. 301,548,525 (100%)

0 (0%)

0 (0%) 15. To consider and approve the re-election of Mr. Wang Yong as executive Director of the Company for a term of three years commencing from the date of the AGM, and to authorise the Board to fix his remuneration. 301,548,525 (100%)

0 (0%)

0 (0%) 16. To consider and approve the re-election of Mr. Wang Wenke as executive Director of the Company for a term of three years commencing from the date of the AGM, and to authorise the Board to fix his remuneration. 301,548,525........