Form 20-F
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X
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Form 40-F
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Yes
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No
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X
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The Company and all members of the Board warrant that there are no false representations, misleading statements or material omissions contained in this announcement and severally and jointly accept full responsibility for the authenticity, accuracy and completeness of the information contained herein.
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•
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There is an objection against a proposed resolution at the AGM;
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I.
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CONVENING AND ATTENDANCE OF THE AGM
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1. Number of shareholders and authorised proxies attending the AGM
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|||||
number of shareholders and authorised proxies
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182 | ||||
of which:
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A shareholders
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178 | |||
H shareholders
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4 |
Total number of valid voting shares held by the attending shareholders or proxies
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94,535,948,729 | ||||
of which:
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A shares
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85,820,844,508 | |||
H shares
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8,715,104,221 | ||||
Percentage of such voting shares of the Company held by such attending shareholders or proxies, as compared with the total shares entitling the holders to attend and validly vote at the AGM (%)
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78.082931 | ||||
of which:
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A shares
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70.884602 | |||
H shares
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7.198329 |
II.
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Consideration of the resolutions
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1.
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THAT the Report of the Fifth Session of the Board of Directors of Sinopec Corp. (the “Board”) (including the Report of the Board of Directors for 2014) was considered and approved.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
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Number of votes
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(%)
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Number of votes
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(%)
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||||||||||||||||||
A Share
|
85,820,650,567 | 99.999864 | 116,600 | 0.000136 | 0 | 0 | ||||||||||||||||||
H Share
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8,682,638,721 | 99.956743 | 3,757,500 | 0.043257 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,503,289,288 | 99.995901 | 3,874,100 | 0.004099 | 0 | 0 |
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2.
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THAT the Report of the Fifth Session of the Supervisory Committee of Sinopec Corp. (including the Report of the Supervisory Committee for 2014) was considered and approved.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
|
Number of votes
|
(%)
|
Number of votes
|
(%)
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Number of votes
|
(%)
|
||||||||||||||||||
A Share
|
85,820,649,067 | 99.999862 | 118,100 | 0.000138 | 0 | 0 | ||||||||||||||||||
H Share
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8,682,638,721 | 99.956743 | 3,757,500 | 0.043257 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,503,287,788 | 99.995899 | 3,875,600 | 0.004101 | 0 | 0 |
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3.
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THAT the audited financial reports and audited consolidated financial reports of Sinopec Corp. for the year ended 31 December 2014 was considered and approved.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
||||||||||||||||||
A Share
|
85,820,649,867 | 99.999862 | 118,100 | 0.000138 | 0 | 0 | ||||||||||||||||||
H Share
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8,711,346,721 | 99.956885 | 3,757,500 | 0.043115 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,531,996,588 | 99.995900 | 3,875,600 | 0.004100 | 0 | 0 |
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4.
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THAT the profit distribution plan for the year ended 31 December 2014 was considered and approved.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
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Number of votes
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(%)
|
Number of votes
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(%)
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||||||||||||||||||
A Share
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85,820,667,397 | 99.999869 | 112,770 | 0.000131 | 0 | 0 | ||||||||||||||||||
H Share
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8,687,844,121 | 99.998885 | 96,900 | 0.001115 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,508,511,518 | 99.999778 | 209,670 | 0.000222 | 0 | 0 |
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5.
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THAT the Board be and is hereby authorised to determine the interim profit distribution plan of Sinopec Corp. for the year 2015.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
||||||||||||||||||
A Share
|
85,820,658,567 | 99.999864 | 116,600 | 0.000136 | 0 | 0 | ||||||||||||||||||
H Share
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8,687,883,121 | 99.999334 | 57,900 | 0.000666 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,508,541,688 | 99.999815 | 174,500 | 0.000185 | 0 | 0 |
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6.
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THAT PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers be and are hereby re-appointed as the external auditors of Sinopec Corp. for the year 2015, and the Board be and is hereby authorised to determine their remunerations.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
|
Number of votes
|
(%)
|
Number of votes
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(%)
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||||||||||||||||||
A Share
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85,820,639,867 | 99.999862 | 118,100 | 0.000138 | 0 | 0 | ||||||||||||||||||
H Share
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8,686,747,449 | 99.986262 | 1,193,572 | 0.013738 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,507,387,316 | 99.998612 | 1,311,672 | 0.001388 | 0 | 0 |
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7.
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THAT the service contracts between Sinopec Corp. and directors of the Sixth Session of the Board (including emoluments provisions), and service contracts between Sinopec Corp. and supervisors of the Sixth Session of the Supevisory Committee (including emoluments provisions) were considered and approved.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
Number of votes
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(%)
|
||||||||||||||||||
A Share
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85,820,640,147 | 99.999851 | 128,020 | 0.000149 | 0 | 0 | ||||||||||||||||||
H Share
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8,686,659,249 | 99.985247 | 1,281,772 | 0.014753 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,507,299,396 | 99.998508 | 1,409,792 | 0.001492 | 0 | 0 |
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8.
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THAT the Secretary to the Board be and is hereby authorised to, on behalf of Sinopec Corp., deal with all procedural requirements in relation to the election of directors and supervisors of Sinopec Corp. such as applications, approval, registrations and filings.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
|
Number of votes
|
(%)
|
Number of votes
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(%)
|
||||||||||||||||||
A Share
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85,816,246,855 | 99.999864 | 116,600 | 0.000136 | 0 | 0 | ||||||||||||||||||
H Share
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8,684,202,321 | 99.999850 | 13,000 | 0.000150 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,500,449,176 | 99.999863 | 129,600 | 0.000137 | 0 | 0 |
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9.
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THAT the proposed amendments to the Articles of Association and the Rules and Procedures for the Supervisors’ Meetings were considered and approved; and the Secretary to the Board be and is hereby authorised, on behalf of Sinopec Corp., to deal with all the procedural requirements such as applications, approvals, registrations and filings in relation to such proposed amendments (including cosmetic amendments as requested by the relevant regulatory authorities).
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For
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Against
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Abstain*
|
||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
|
Number of votes
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(%)
|
Number of votes
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(%)
|
||||||||||||||||||
A Share
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85,820,646,567 | 99.999864 | 116,600 | 0.000136 | 0 | 0 | ||||||||||||||||||
H Share
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8,686,622,849 | 99.984828 | 1,318,172 | 0.015172 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,507,269,416 | 99.998482 | 1,434,772 | 0.001518 | 0 | 0 |
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10.
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THAT the Board be and is hereby authorised to determine the proposed plan for issuance of debt financing instrument(s).
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
|
Number of votes
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(%)
|
Number of votes
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(%)
|
||||||||||||||||||
A Share
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85,799,989,193 | 99.975788 | 20,778,774 | 0.024212 | 0 | 0 | ||||||||||||||||||
H Share
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4,185,627,974 | 48.623143 | 4,422,676,122 | 51.376857 | 0 | 0 | ||||||||||||||||||
In aggregate
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89,985,617,167 | 95.294399 | 4,443,454,896 | 4.705601 | 0 | 0 |
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11.
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THAT the Board be and is hereby granted a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp.
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For
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Against
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Abstain*
|
||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
|
Number of votes
|
(%)
|
Number of votes
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(%)
|
||||||||||||||||||
A Share
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85,771,221,807 | 99.942280 | 49,536,160 | 0.057720 | 0 | 0 | ||||||||||||||||||
H Share
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2,503,899,982 | 28.976374 | 6,137,277,736 | 71.023626 | 0 | 0 | ||||||||||||||||||
In aggregate
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88,275,121,789 | 93.450469 | 6,186,813,896 | 6.549531 | 0 | 0 |
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12.1
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THAT Mr. Liu Yun is elected as a non-employee representative supervisor of the Sixth Session of the Supervisory Committee.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
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Number of votes
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(%)
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Number of votes
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(%)
|
Number of votes
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(%)
|
||||||||||||||||||
A Share
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85,816,055,645 | 99.999707 | 251,710 | 0.000293 | 0 | 0 | ||||||||||||||||||
H Share
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8,059,924,279 | 96.637990 | 280,402,613 | 3.362010 | 0 | 0 | ||||||||||||||||||
In aggregate
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93,875,979,924 | 99.701928 | 280,654,323 | 0.298072 | 0 | 0 |
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12.2
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THAT Mr. Liu Zhongyun is elected as a non-employee representative supervisor of the Sixth Session of the Supervisory Committee.
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For
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Against
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Abstain*
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||||||||||||||||||||||
Shareholder category
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
||||||||||||||||||
A Share
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85,816,053,145 | 99.999707 | 251,710 | 0.000293 | 0 | 0 | ||||||||||||||||||
H Share
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8,071,243,217 | 96.615290 | 282,758,704 | 3.384710 | 0 | 0 | ||||||||||||||||||
In aggregate
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93,887,296,362 | 99.699470 | 283,010,414 | 0.300530 | 0 | 0 |
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12.3
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THAT Mr. Zhou Hengyou is elected as a non-employee representative supervisor of the Sixth Session of the Supervisory Committee.
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For
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Against
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Abstain*
|
||||||||||||||||||||||
Shareholder category
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
||||||||||||||||||
A Share
|
85,816,053,055 | 99.999707 | 251,800 | 0.000293 | 0 | 0 | ||||||||||||||||||
H Share
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8,071,243,217 | 96.615290 | 282,758,704 | 3.384710 | 0 | 0 | ||||||||||||||||||
In aggregate
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93,887,296,272 | 99.699469 | 283,010,504 | 0.300531 | 0 | 0 |
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12.4
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THAT Mr. Zou Huiping is elected as a non-employee representative supervisor of the Sixth Session of the Supervisory Committee.
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For
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Against
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Abstain*
|
||||||||||||||||||||||
Shareholder category
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
Number of votes
|
(%)
|
||||||||||||||||||
A Share
|
85,816,188,255 | 99.999863 | 117,600 | 0.000137 | 0 | 0 | ||||||||||||||||||
H Share
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8,315,105,762 | 99.534401 | 38,896,159 | 0.465599 | 0 | 0 | ||||||||||||||||||
In aggregate
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94,131,294,017 | 99.958571 | 39,013,759 | 0.041429 | 0 | 0 |
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*:
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Article 78 of the Articles of Association provides that, as for the unpolled vote or abstention, the Company will not treat it as the vote with voting right when calculating the voting result of relevant resolution.
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|
13.
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To elect the directors of the Sixth Session of the Board (not including independent non-executive directors)
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No.
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Name
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Votes for
|
(%)*
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Whether elected
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13.01
|
Wang Yupu
|
93,739,202,045
|
99.157202
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Yes
|
13.02
|
Li Chunguang
|
93,847,038,274
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99.271271
|
Yes
|
13.03
|
Zhang Jianhua
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89,287,992,596
|
94.448719
|
Yes
|
13.04
|
Wang Zhigang
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89,287,992,596
|
94.448719
|
Yes
|
13.05
|
Dai Houliang
|
89,316,681,762
|
94.479066
|
Yes
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13.06
|
Zhang Haichao
|
89,258,472,802
|
94.417493
|
Yes
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13.07
|
Jiao Fangzheng
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89,287,992,602
|
94.448719
|
Yes
|
|
14.
|
To elect the independent non-executive directors of the Sixth Session of the Board.
|
No.
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Name
|
Votes for
|
(%)*
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Whether elected
|
14.01
|
Jiang Xiaoming
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115,613,479,755
|
122.295784
|
Yes
|
14.02
|
Andrew Y. Yan
|
110,729,440,783
|
117.129454
|
Yes
|
14.03
|
Bao Guoming
|
8,462,632,977
|
8.951762
|
No
|
14.04
|
Tang Min
|
115,617,730,326
|
122.300280
|
Yes
|
14.05
|
Fan Gang
|
115,613,649,060
|
122.295963
|
Yes
|
|
*
|
The proportion of votes refers to the number of votes for the resolution as a percentage of total shares with valid rights of voting held by shareholders and their proxies attending the AGM.
|
III.
|
Witness by lawyers
|
IV.
|
Documents for inspection
|
By Order of the Board
|
|
China Petroleum & Chemical Corporation
|
|
Huang Wensheng
|
|
Vice President and Secretary to the Board of Directors
|
The Board and all directors of Sinopec Corp. warrant that there are no false representations, misleading statements or material omissions contained in this announcement and severally and jointly accept full responsibility for the authenticity, accuracy and completeness of the information contained herein.
|
1.
|
To elect Mr. Wang Yupu as the Chairman of the six session of the Board;
|
2.
|
To determine the composition of the Board committees:
|
|
(i)
|
Strategy Committee
|
|
(ii)
|
Audit Committee
|
|
(iii)
|
Remuneration Committee
|
|
(iv)
|
Social Responsibility Management Committee
|
3.
|
To appoint Mr. Li Chunguang as the President of the Company, to appoint Mr. Zhang Jianhua, Mr. Wang Zhigang, Mr. Dai Houliang, Mr. Zhang Haichao, Mr. Jiao Fangzheng as Senior Vice Presidents of the Company, to appoint Mr. Wang Xinhua as the Chief Financial Officer of the Company, and to appoint Mr. Lei Dianwu, Mr. Ling Yiqun, Mr. Jiang Zhenghong, Mr. Chang Zhenyong and Mr. Huang Wensheng as Vice Presidents of the Company.
|
4.
|
To appoint Mr. Huang Wensheng as the Secretary to the Board, to appoint Mr. Li Chunguang and Mr. Huang Wensheng as the authorised representatives under the Hong Kong Listing Rules, to appoint Mr. Zheng Baomin as the representative on securities matters and to authorise the Secretary to the Board to handle the above-mentioned matters and to sign relevant documents.
|
By Order of the Board
|
|
China Petroleum & Chemical Corporation
|
|
Huang Wensheng
|
|
Vice President, Secretary to the Board of Directors
|
•
|
Wang Yupu (Chairman)
|
•
|
Li Chunguang
|
•
|
Zhang Jianhua
|
•
|
Wang Zhigang
|
•
|
Dai Houliang
|
•
|
Zhang Haichao
|
•
|
Jiao Fangzheng
|
•
|
Jiang Xiaoming
|
•
|
Andrew Y. Yan
|
•
|
Tang Min
|
•
|
Fan Gang
|
Function
|
Name
|
|
Chairman
|
Wang Yupu
|
|
Member
|
Li Chunguang
|
|
Zhang Jianhua
|
||
Wang Zhigang
|
||
Dai Houliang
|
||
Zhang Haichao
|
||
Jiao Fangzheng
|
||
Andrew Y.Yan
|
||
Fan Gang
|
Function
|
Name
|
|
Chairman
|
Andrew Y. Yan
|
|
Member
|
Jiang Xiaoming
|
|
Tang Min
|
Function
|
Name
|
|
Chairman
|
Fan Gang
|
|
Member
|
Li Chunguang
|
|
Jiang Xiaoming
|
Function
|
Name
|
|
Chairman
|
Wang Yupu
|
|
Member
|
Li Chunguang
|
|
Tang Min
|
The Company and all members of the Board warrant that there are no false representations, misleading statements or material omissions contained in this announcement and severally and jointly accept full responsibility for the authenticity, accuracy and completeness of the information contained herein.
|
China Petroleum & Chemical Corporation
|
|
Supervisory Committee
|
China Petroleum & Chemical Corporation
|
|||
By:
|
/s/ Huang Wensheng
|
||
Name:
|
Huang Wensheng
|
||
Title:
|
Secretary to the Board of Directors
|