CALGARY, Alberta and HONG KONG, June 26, 2014 /PRNewswire/ -- The board of directors of the Corporation (the "Board") is pleased to announce that the resolutions, as set out in the Notice, were duly passed by the shareholders of the Corporation (the "Shareholders") by way of poll at the Meeting held on June 25, 2014 (Hong Kong time) and June 24, 2014 (Calgary time). Computershare Hong Kong Investor Services Limited, the Hong Kong branch share registrar of the Corporation, was appointed as the scrutineer for the vote-taking at the Meeting.
Unless the context requires otherwise, terms used herein shall have the same meanings as those defined in the Corporation's management information circular dated May 16, 2014 (the "Circular").
The poll results in respect of all the resolutions proposed at the Meeting are set out below:
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
1. To approve the fixing
the number of directors to
be elected at the Meeting
at eleven (11).
1,095,875,172
(99.933158%)
733,000
(0.066842%)
1,096,608,172
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
2. To elect the following directors for the ensuing year:
(a) Michael John Hibberd
1,070,643,853
(99.487483%)
5,515,500
(0.512517%)
1,076,159,353
The resolution was duly passed as an ordinary resolution.
(b) Songning Shen
1,091,667,672
(99.518619%)
5,280,500
(0.481381%)
1,096,948,172
The resolution was duly passed as an ordinary resolution.
(c) Hok Ming Tseung
1,087,258,883
(99.558594%)
4,820,500
(0.441406%)
1,092,079,383
The resolution was duly passed as an ordinary resolution.
(d) Tingan Liu
1,091,787,672
(99.560417%)
4,820,500
(0.439583%)
1,096,608,172
The resolution was duly passed as an ordinary resolution.
(e) Haotian Li
1,091,787,672
(99.560417%)
4,820,500
(0.439583%)
1,096,608,172
The resolution was duly passed as an ordinary resolution.
(f) Gregory George Turnbull, QC
1,087,263,383
(99.559052%)
4,815,500
(0.440948%)
1,092,078,883
The resolution was duly passed as an ordinary resolution.
(g) Raymond Shengti Fong
1,091,787,672
(99.560417%)
4,820,500
(0.439583%)
1,096,608,172
The resolution was duly passed as an ordinary resolution.
(h) Robert John Herdman
1,091,790,672
(99.560691 %)
4,817,500
(0.439309%)
1,096,608,172
The resolution was duly passed as an ordinary resolution.
(i) Wazir Chand Seth
1,091,792,672
(99.560873%)
4,815,500
(0.439127%)
1,096,608,172
The resolution was duly passed as an ordinary resolution.
(j) Gerald Franklin Stevenson
1,091,792,672
(99.560873%)
4,815,500
(0.439127%)
1,096,608,172
The resolution was duly passed as an ordinary resolution.
(k) Jimmy Hu
1,084,992,672
(98.940779%)
11,615,500
(1.059221%)
1,096,608,172
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
3. To appoint Deloitte LLP as the
auditor of the Corporation for the
ensuing year and authorising the
directors of the Corporation to fix
their remuneration as such.
1,335,545,672
(99.955095%)
600,000
(0.044905 %)
1,336,145,672
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
4. To approve the refreshing of
the ten percent (10%) mandate
under the Corporation's Post IPO
Share Option Scheme, as more
particularly described in the
Circular.
1,075,895,033
(98.080754%)
21,053,139
(1.919246%)
1,096,948,172
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
5. To approve the payment of 50% of the director's Base Retainer Fees (as defined in the Circular) to the directors in shares in lieu of cash pursuant to the Director Share Compensation Arrangement (as defined in the Circular) in respect of the period from October 1, 2013 to June 30, 2014, as more particularly described in the Circular.
932,820,512
1,080,000
933,900,512
(99.884356%)
(0.115644%)
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
6. To approve the payment of 50% of the Base Co-Chairman Fees (as defined in the Circular) to the Co-Chairmen in shares in lieu of cash pursuant to the Director Share Compensation Arrangement (as defined in the Circular) in respect of the period from April 1, 2014 to June 30, 2014, as more particularly described in the Circular.
933,923,512
(99.884813%)
1,077,000
(0.115187%)
935,000,512
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
7. To approve the payment of 50% of the directors' future Base Retainer Fees (as defined in the Circular) to the directors in shares in lieu of cash pursuant to the Director Share Compensation Arrangement (as defined in the Circular), as more particularly described in the Circular.
932,818,512
(99.884142%)
1,082,000
(0.115858%)
933,900,512
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
8. To approve the payment of 50% of the future Base Co-Chairman Fees (as defined in the Circular) to the Co-Chairmen in shares in lieu of cash pursuant to the Director Share Compensation Arrangement (as defined in the Circular), as more particularly described in the Circular.
929,718,512
(99.435081%)
5,282,000
(0.564919%)
935,000,512
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
9. To approve a proposal for the Corporation to grant to the Board a general mandate to allot, issue and otherwise deal with un issued shares not exceeding twenty percent (20%) of its issued share capital, as more particularly described in the Circular.
1,314,035,642
(98.345238%)
22,110,030 (1.654762%)
1,336,145,672
The resolution was duly passed as an ordinary resolution.
Ordinary Resolution
Number of Votes (%)
Total Voting Rights
Present at the
Meeting
For
Against
10. To approve a proposal for the Corporation to grant to the Board a general mandate to repurchase shares not exceeding ten percent (10%) of its issued share capital, as more particularly described in the Circular.
1,096,348,172
(82.053042%)
239,797,500
(17.946958%)
1,336,145,672
The resolution was duly passed as an ordinary resolution.
Please refer to the Circular for the full text of the above resolutions.
As at June 25, 2014 which is the record date for determination of the Shareholders who are entitled to receive the notice of, and to attend and vote at the Meeting, the total number of shares of the Corporation was 3,249,916,204 Shares, which was the total number of shares entitling the holders to attend and vote for or against the resolutions proposed at the Meeting. There were no restrictions on the holders of the Shares to attend and vote for or against the resolutions proposed at the Meeting. There were no Shares entitling the Shareholders to attend and abstain from voting in favour of any of the proposed resolutions at the Meeting resolutions 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"). No Shareholder was required under the Listing Rules to abstain from voting for approving the resolutions proposed at the Meeting. No parties were indicated in the Circular that they intended to vote against or to abstain from voting on any resolutions at the Meeting.
By Order of the Board of Sunshine Oilsands Ltd.
Michael John Hibberd
Co-Chairman
and
Songning Shen
Co-Chairman
Hong Kong, June 25, 2014
As at the date of this announcement, the Board consists of Mr. Michael John Hibberd and Mr. Songning Shen as executive directors; Mr. Hok Ming Tseung, Mr. Tingan Liu, Mr. Haotian Li and Mr. Gregory George Turnbull as non-executive directors; and Mr. Raymond Shenti Fong, Mr. Wazir Chand Seth, Mr. Robert John Herdman and Mr. Gerald Franklin Stevenson as independent non-executive directors.
* For identification purposes only