Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
DONGJIANG ENVIRONMENTAL COMPANY LIMITED*東江環保股份有限公司
(a joint stock limited company incorporated in the People's Republic of China)
(Stock code: 00895) OVERSEAS REGULATORY ANNOUNCEMENT INSIDE INFORMATION
This announcement is made pursuant to Rules 13.09 and 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong). The document attached hereof is the announcement posted on the website of Shenzhen Stock Exchange by Dongjiang Environmental Company Limited* (the "Company") in relation to "Resolutions Passed at the 4th Meeting of the 5th Session of the Board of Directors ".
The aforesaid announcement is originally prepared in Chinese. In case of any inconsistency between the Chinese version and the English version, the Chinese version shall prevail.
By order of the Board
Chairman
Shenzhen, the People's Republic of China, 21 July 2014
As at the date of this announcement, the board of directors (the "Directors") of the company comprises three executive Directors, being Mr. Zhang Wei Yang, Mr. Chen Shu Sheng and Mr. Li Yong Peng; two non-executive Directors, being Mr. Feng Tao and Ms. Sun Ji Ping; and three independent non-executive Directors, being Mr. Wong Hin Wing, Mr. Qu Jiu Hui and Mr. Wang Ji De.
* For identification purpose only
Stock Code: 002672 Stock Name: DJE Announcement No: 2014-64
DONGJIANG ENVIRONMENTAL COMPANY LIMITED ANNOUCEMENT RESOLUTIONS PASSED AT THE 4TH MEETING OF THE 5TH SESSION OF THE BOARD OF DIRECTORS
The Company and its board of directors confirm the truthfulness, accuracy and completeness of the information disclosed, and that there is no false statement, misleading representation or
material omission.
The 4th meeting of the 5th session of the board of directors of Dongjiang Environmental Company Limited (hereinafter referred to as the "Company") was held by a combination of personal attendance and telephone conference at Dongjiang Environmental Building, No. 9 Langshan Road, North Zone of Hi-tech Park, Nanshan District, Shenzhen City, Guangdong Province on 18 July 2014 (the "Meeting"). The notice of the Meeting was sent by e-mail on 15 July 2014. Eight out of eight eligible directors attended the Meeting. The Meeting was convened and presided by Mr. Zhang Wei Yang, the chairman of the board of directors of the Company. Some of the supervisors and senior officers of the Company also attended the Meeting. The Meeting was in compliance with the requirements of the Company Law and the articles of association of the Company.
II. Resolutions considered at the meetingThe following resolutions have been considered by all the directors and approved by way of poll:
(I) MOTION ON BEGINNING FINANCIAL LEASING BUSINESS
Poll results: 8 voted in favour, 0 voted against and 0 abstained from voting.
To fulfill the operational needs of production and expansion of financing channels, it is agreed that the Company, by way of opening margin account, procures a financing guarantee at the Shenzhen Jingtian branch of China Merchants Bank Co., Ltd with an overseas bank being the beneficiary and the leasing company being the guarantor. Upon receiving the letter of guarantee, the overseas bank will provide a cross-border loan to the leasing company. The leasing company will then invest the said loan in the Company by way of financial lease. At the same time, the Company will sign the relevant leaseback contract with Shenzhen Qianhai Fantasia Financial Services Company Limited ("Fantasia") to commence the financial lease transaction with Fantasia by way of "leaseback" a portion of the
production facilities owned by the Company and its wholly-owned subsidiaries. The amount of financing facility is RMB 200,000,000. The term of the financing facility is 2 years.
Please see "Announcement on Beginning financial leasing business" disclosed on
(www.cninfo.com.cn) by the Company for details of the above.
Poll results: 7 voted in favour, 0 voted against and 0 abstained from voting. Connected director
Ms.Sun Ji Ping abstained from voting.
It is agreed that the Company will further invest an amount of RMB 13,269,100 to Jiangsu Suntime Environmental Remediation Co., Ltd ("Suntime Environmental") with its own capital, of which RMB 3,826,700 will be the registered capital of Suntime Environmental and RMB 9,442,400 will be additional paid-in capital. Upon completion of the capital contribution, the registered capital of Suntime Environmental will be RMB 38,267,300. The Company will hold 10% equity interest in Suntime Environmental.
As a Director of the Company, Ms.Sun Ji Ping, is a director of Suntime Environmental, Suntime Environmental is a connected legal entity of the Company and the capital contribution constitutes a connected transaction pursuant to relevant requirements of the "Rules of Shenzhen Stock Exchange for the Listing of Stocks".
Please see "Announcement on Capital Contribution to Jiangsu Suntime Environmental Remediation Co., Ltd and Connected Transaction" disclosed on (www.cninfo.com.cn) by the Company for details of the above.
Resolution of the 4th meeting of the fifth session of the board of directors of the Company. Notice is hereby given.
Board of directors
Dongjiang Environmental Company Limited
22 July 2014
|
distributed by
|
