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http://www.hkexnews.hk/listedco/listconews/sehk/2017/0825/LTN201708251039.pdf
ANNOUNCEMENT IN RELATION TO
THE RESOLUTIONS PASSED AT THE 2017 THIRD CLASS MEETING OF THE
HOLDERS OF A SHARES AND
THE RESOLUTIONS PASSED AT THE 2017 THIRD CLASS MEETING OF THE
HOLDERS OF H SHARES
The 2017 third class meeting of the holders of A shares of the Company and the 2017 third
class meeting of the holders of H shares of the Company were held at 11:00 a.m. and 11:30
a.m., respectively, on 25 August 2017. All the resolutions set out in the Notice of 2017 Third
Class Meeting of the Holders of A Shares and the Notice of 2017 Third Class Meeting of the
Holders of H Shares dated 30 June 2017 were duly passed.
The 2017 third class meeting of the holders of A shares (the "A Shareholders' Class
Meeting") and the 2017 third class meeting of the holders of H shares (the "H Shareholders'
Class Meeting") (collectively, the "Shareholders' Class Meetings") were held by Yanzhou
Coal Mining Company Limited (the "Company") at the headquarters of the Company at 298
South Fushan Road, Zoucheng City, Shandong Province, the Peoples' Republic of China
("PRC") at 11:00 a.m. and 11:30 a.m., respectively, on 25 August 2017 (Friday) and all the
resolutions set out in the Notice of 2017 Third Class Meeting of the Holders of A Shares and
the Notice of 2017 Third Class Meeting of the Holders of H Shares dated 30 June 2017 were
duly passed. Details of the resolutions were set out in the notices of Shareholders' Class
Meetings and the circular of the Company dated 2 June 2017 as supplemented by the
supplementary circular of the Company dated 30 June 2017 (together, the "Circulars"),
which were published at the websites of The Stock Exchange of Hong Kong Limited (the
"Hong Kong Stock Exchange") and the Company. The convening of the Shareholders' Class
Meetings were in compliance with relevant laws, regulations and rules of the PRC, such as
the Company Law of the PRC and the requirements of the articles of association of the
Company (the "Articles of Association"). The procedures and results of voting at the
Shareholders' Class Meetings were valid and effective.
I. CONVENING AND ATTENDANCE OF THE SHAREHOLDERS' CLASS
MEETINGS
1. Date of the Shareholders' Class Meetings: 25 August 2017
2. Venue of the Shareholders' Class Meetings: Headquarters of the Company at 298 South
Fushan Road, Zoucheng City, Shandong Province, PRC
3. Shareholders holding ordinary shares who attended the A Shareholders' Class Meeting
and the number of shares:
1) Number of shareholder(s) and proxy(ies) attending the A
Shareholders' Class Meeting 10
2) Number of shares carrying voting rights held by the shareholder(s)
attending the A Shareholders' Class Meeting 2,600,546,565
3) Percentage of the shares carrying voting rights held by the
shareholder(s) attending the A Shareholders' Class Meeting among 87.856303
the total number of shares carrying voting rights of the Company (%)
Shareholders holding ordinary shares who attended the H Shareholders' Class Meeting
and the number of shares:
1) Number of shareholder(s) and proxy(ies) attending the H
Shareholders' Class Meeting 1
2) Number of shares carrying voting rights held by the shareholder(s)
attending the H Shareholders' Class Meeting 734,901,416
3) Percentage of the shares carrying voting rights held by the
shareholder(s) attending the H Shareholders' Class Meeting among 37.648330
the total number of shares carrying voting rights of the Company (%)
4. Voting method in compliance with the Company Law of the PRC and the
requirements under the Articles of Association, chairman of the meeting, etc.
The Shareholders' Class Meetings were both convened by the board (the "Board") of
directors (the "Directors") of the Company. Mr. Li Xiyong, the chairman of the Board, acted
as the chairman at the Shareholders' Class Meetings. The voting method of the A
Shareholders' Class Meeting was on-site voting combined with online voting. The voting
method of the H Shareholders' Class Meeting was on-site voting. The convening of the
Shareholders' Class Meetings was in compliance with the Company Law of the PRC and the
relevant requirements under the Articles of Association.
5. Attendance of the Directors, the supervisors of the Company and the secretary to the
Board
1) The Company has 11 Directors. 10 Directors attended the Shareholders' Class
Meetings. Mr. Qi Anbang, an independent Director, did not attend the Shareholders'
Class Meetings due to work commitment.
2) The Company has 6 supervisors. 5 supervisors attended the Shareholders' Class
Meetings. Mr. Meng Qingjian, the supervisor of the Company, did not attend the
Shareholders' Class Meetings due to work commitment.
3) Mr. Jin Qingbin, the secretary to the Board, Mr. Liu Jian, Mr. Zhao Honggang and Mr.
He Jing, the deputy general managers of the Company, as well as Mr. Wang Fuqi, the
chief engineer of the Company, attended the Shareholders' Class Meetings.
II. RESOLUTIONS CONSIDERED AND PASSED
1. Resolutions with non-cumulative voting at the A Shareholder's Class Meeting
1) Resolution: Proposal in relation to the Company's non-public issuance of shares to
specific persons
1.01) Resolution: Class and nominal value of shares to be issued
Results: Passed
Voting Results:
Class of For Against Abstain
Shareholders Number of Percentage Number Percentage Number Percentage
Shares (%) of (%) of (%)
Shares Shares
A Share 2,600,546,565 100.000000 0 0.000000 0 0.000000
1.02) Resolution: Method and time of the issue
Results: Passed
Voting Results:
Class of For Against Abstain
Shareholders Number of Percentage Number Percentage Number Percentage
Shares (%) of (%) of (%)
Shares Shares
A Share 2,600,546,565 100.000000 0 0.000000 0 0.000000
1.03) Resolution: Issue price and pricing principle
Results: Passed
Voting Results:
Class of For Against Abstain
Shareholders Number of Percentage Number Percentage Number Percentage
Shares (%) of (%) of (%)
Shares Shares
A Share 2,600,546,565 100.000000 0 0.000000 0 0.000000
1.04) Resolution: Number of new shares to be issued
Results: Passed
Voting Results:
Class of For Against Abstain
Shareholders Number of Percentage Number Percentage Number Percentage
Shares (%) of (%) of (%)
Shares Shares
A Share 2,600,546,565 100.000000 0 0.000000 0 0.000000
1.05) Resolution: Use of proceeds
Results: Passed
Voting Results:
Class of For Against Abstain
Shareholders Number of Percentage Number Percentage Number Percentage
Shares (%) of (%) of (%)
Shares Shares
A Share 2,600,546,565 100.000000 0 0.000000 0 0.000000
1.06) Resolution: Lockup period
Results: Passed
Voting Results:
Class of For Against Abstain
Shareholders Number of Percentage Number Percentage Number Percentage
Shares (%) of (%) of (%)
Shares Shares
A Share 2,600,546,565 100.000000 0 0.000000 0 0.000000
1.07) Resolution: Arrangement relating to the accumulated undistributed profits
Results: Passed
Voting Results:
Class of For Against Abstain
Shareholders Number of Percentage Number Percentage Number Percentage
Shares (%) of (%) of (%)
Shares Shares
A Share 2,600,546,565 100.000000 0 0.000000 0 0.000000
1.08) Resolution: Validity of resolution of the issue
Results: Passed
Voting Results:
Class of For Against Abstain
Shareholders Number of Percentage Number Percentage Number Percentage
Shares (%) of (%) of (%)
(MORE TO FOLLOW) Dow Jones Newswires
August 27, 2017 21:52 ET (01:52 GMT)
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