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ANNUAL GENERAL MEETING HELD ON 7 JUNE 2024 - POLL RESULTS

2024-06-07 00:00:00

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.(Incorporated in the Cayman Islands with limited liability) (Stock Code: 1109) ANNUAL GENERAL MEETING HELD ON 7 JUNE 2024 — POLL RESULTS The Company is pleased to announce that all the resolutions set out in the notice of AGM were duly passed by the shareholders of the Company by way of poll at the AGM.China Resources Land Limited (the ‘‘Company’’) is pleased to announce the poll results in respect of the resolutions proposed at the annual general meeting (the ‘‘AGM’’) of the Company held on 7 June 2024 as follows: Number of Votes (%) Ordinary Resolutions proposed at the AGM For Against 1. To receive and consider the audited financial 6124336814 18508399 statements and the directors’ report and the (99.70%) (0.30%) independent auditor’s report for the year ended 31 December 2023.The resolution was duly passed as an ordinary resolution. 2. To declare a final dividend of RMB1.243 (equivalent 6142845213 0 to HK$1.366) per share for the year ended 31 (100.00%) (0.00%) December 2023 payable on 26 July 2024 to shareholders whose names appear on the register of members of the Company on 14 June 2024.The resolution was duly passed as an ordinary resolution. 3. (1) To re-elect Mr. Chen Wei as director. 5909184623 233660590 (96.20%)(3.80%) The resolution was duly passed as an ordinary resolution.– 1 –Number of Votes (%) Ordinary Resolutions proposed at the AGM For Against (2) To re-elect Mr. Dou Jian as director. 5841269512 301575701 (95.09%)(4.91%) The resolution was duly passed as an ordinary resolution. (3) To re-elect Ms. Cheng Hong as director. 5855122149 287723064 (95.32%)(4.68%) The resolution was duly passed as an ordinary resolution. (4) To re-elect Mr. Huang Ting as director. 5571232400 571612813 (90.69%)(9.31%) The resolution was duly passed as an ordinary resolution. (5) To re-elect Mr. Zhong Wei as director. 5772024702 370820511 (93.96%)(6.04%) The resolution was duly passed as an ordinary resolution. (6) To re-elect Mr. Sun Zhe as director. 6109215392 33629821 (99.45%)(0.55%) The resolution was duly passed as an ordinary resolution. (7) To re-elect Mr. Frank Chan Fan as director. 6112073914 30771299 (99.50%)(0.50%) The resolution was duly passed as an ordinary resolution. (8) To re-elect Mr. Leong Kwok-kuen Lincoln as 6103327758 39517455 director. (99.36%) (0.64%) The resolution was duly passed as an ordinary resolution. (9) To re-elect Ms. Qin Hong as director. 6142813213 32000 (99.99%)(0.01%) The resolution was duly passed as an ordinary resolution. (10) To authorise the board of directors to fix the 6119133378 23711835 remuneration of the directors. (99.61%) (0.39%) The resolution was duly passed as an ordinary resolution. (11) To re-elect Mr. Wei Chenglin as director. 5884579523 258265690 (95.80%)(4.20%) The resolution was duly passed as an ordinary resolution.– 2 –Number of Votes (%) Ordinary Resolutions proposed at the AGM For Against 4. To re-appoint KPMG as the auditor of the Company 6105611795 37233418 and to authorise the board of directors to fix their (99.39%) (0.61%) remuneration.The resolution was duly passed as an ordinary resolution. 5. Ordinary Resolution in item No.5 of the Notice of 6140457606 2387607 Annual General Meeting (To give a general mandate to (99.96%) (0.04%) the board of directors to repurchase shares of the Company not exceeding 10% of the issued shares).The resolution was duly passed as an ordinary resolution. 6. Ordinary Resolution in item No.6 of the Notice of 4483433876 1654580337 Annual General Meeting (To give a general mandate to (73.04%) (26.96%) the board of directors to issue new shares of the Company not exceeding 20% of the issued shares).The resolution was duly passed as an ordinary resolution. 7. Ordinary Resolution in item No.7 of the Notice of 4568625209 1569389004 Annual General Meeting (To extend the general (74.43%) (25.57%) mandate to be given to the board of directors to issue shares by the addition of the shares repurchased by the Company under item No.5 above).The resolution was duly passed as an ordinary resolution.Number of Votes (%) Special Resolution proposed at the AGM For Against 8. To approve the proposed amendments to the existing 6142599713 0 memorandum of association and articles of association (100.00%) (0.00%) of the Company and to adopt the amended memorandum of association and articles of association of the Company in substitution for and to the exclusion of the existing memorandum of association and articles of association of the Company.The resolution was duly passed as a special resolution.As at the date of the AGM the total number of issued and fully paid-up shares of the Company was 7130939579 shares. In relation to all resolutions proposed at the AGM the total number of shares entitling the holders to attend and vote for or against the resolutions at the AGM was 7130939579 shares. There were no shares entitling the holders to attend and abstain from voting in favour of the resolutions at the AGM as set out in Rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ‘‘Listing Rules’’); there were no shares requiring the holders to abstain from voting at the AGM under the Listing Rules; and there were no shares voted at the AGM but – 3 –excluded from calculating the poll results under the Listing Rules. No shareholders have stated in the Company’s circular dated 29 April 2024 or the supplementary circular dated 23 May 2024 their intention to vote against or to abstain from voting on any of the resolutions at the AGM.As the proposed final dividend of RMB1.243 per share (equivalent to Hong Kong dollars (‘‘HKD’’) 1.366 per share at the exchange rate of RMB1:HKD1.09908 being the average CNY Central Parity Rate announced by the People’s Bank of China for the five business days prior to and including the date of the AGM and rounded to 3 decimal places) for the year ended 31 December 2023 has been approved by the shareholders of the Company at the AGM the Company would like to remind shareholders that the final dividend is to be payable in cash in HKD unless an election is made to receive the same in RMB and the register of members of the Company will be closed from 14 June 2024 to 17 June 2024 (both days inclusive). In order to be eligible for the above proposed final dividend all share transfer documents accompanied by the relevant share certificates must be lodged with the branch share registrar of the Company Tricor Standard Limited at 17/F Far East Finance Centre 16 Harcourt Road Hong Kong for registration no later than 4:30 p.m. on 13 June 2024. Tricor Standard Limited the branch share registrar of the Company in Hong Kong acted as scrutineer for the poll at the AGM.The directors of the Company namely Mr. Li Xin Mr. Zhang Dawei Mr. Xie Ji Mr. Guo Shiqing Mr. Chen Wei Mr. Dou Jian Ms. Cheng Hong Mr. Huang Ting Mr. Wei Chenglin Mr. Zhong Wei Mr. Sun Zhe and Mr. Leong Kwok-kuen Lincoln attended the AGM either in person or by means of electronic facilities.Shareholders may refer to the circular dated 29 April 2024 and the supplementary circular dated 23 May 2024 for details of the above resolutions proposed at the AGM. The circular and the supplementary circular may be viewed and downloaded from the Company’s website at www.crland.com.cn or the website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk.For and on behalf of China Resources Land Limited Li Xin Chairman PRC 7 June 2024 As at the date of this announcement the executive directors of the Company are Mr. Li Xin Mr. Zhang Dawei Mr. Xie Ji Mr. Guo Shiqing and Mr. Chen Wei; the non-executive directors of the Company are Mr. Dou Jian Ms. Cheng Hong Mr. Huang Ting and Mr. Wei Chenglin; and the independent non-executive directors of the Company are Mr. Zhong Wei Mr. Sun Zhe Mr. Frank Chan Fan Mr. Leong Kwok-kuen Lincoln and Ms. Qin Hong.–4–