0175 Geely Automobile Holdings Limited Annual Report 2011

Annual Report 2011Geely Automobile Holdings Limited(F)COMMUNICATION WITH SHAREHOLDERSEffective CommunicationCP E.1.2 stipulates that the chairman of the board should attend the annual general meeting. Due to businesscommitment in the PRC, Mr. Li Shu Fu, Chairman of the Board, was unable to attend the annual general meetingin person. Yet he has appointed Mr. Ang Siu Lun, Lawrence, an executive Director, whom should report to himon any enquiries Shareholders might have, as his proxy to attend the meeting. Further, the Company wouldfacilitate a conference call for Shareholders and the Chairman to discuss any specific enquiries with respect tothe businesses contemplated in the general meetings if they so wish.The Company held its annual general meeting on 18 May 2011. Mr. Ang Siu Lun, Lawrence, an executive Director,Mr. Lee Cheuk Yin, Dannis, an independent non-executive Director and the chairman of the Audit Committee, andJingdu Tianhua, the Company’s external auditors, attended the annual general meeting and answered questionsraised by the Shareholders.To approve the discloseable and connected transactions in relation to the agreements made between members ofGeely Holding and members of the Group regarding the transfer of 8% interest in the registered capital of the fivekey operative subsidiaries of the Company proposed by the Board, the Company held an extraordinary generalmeeting on 29 December 2011. Mr. Ang Siu Lun, Lawrence, an executive Director, Mr. Lee Cheuk Yin, Dannis,an independent non-executive Director, Mr. Yeung Sau Hung, Alex, an independent non-executive Director, andthe Company’s financial advisers, attended the extraordinary general meeting and answered questions raised bythe Shareholders.Shareholders’ RightsThe Company has also posted the procedures for nomination of director by Shareholders, as part of its Shareholders’Communication Policy, on its website for Shareholders’ inspection if they so wish. Apart from proposing a personfor election as a director of the Company, an extraordinary general meeting may be convened at the request ofthe Shareholders under the following conditions:1) On the written requisition of any two or more Shareholders holding as at the date of deposit of the requisitionnot less than 10 per cent of the paid-up capital of the Company which carries the right of voting at generalmeetings of the Company;2) The requisition must specify the objects of the meeting, be signed by the requisitionists, and be depositedat Room 2301, 23/F, Great Eagle Centre, 23 Harbour Road, Wanchai, Hong Kong, the principal place ofbusiness of the Company in Hong Kong;3) If the Board does not within 21 days from the date of deposit of the requisition proceed to convene themeeting to be held within a further 21 days, the requisitionists representing more than one-half of theirtotal voting rights in aggregate may convene the general meeting themselves, provided that any meetingso convened shall not be held after the expiration of three months from the date of deposit of therequisition;4) The requisitionists must convene the general meeting in the same manner, as nearly as possible, as that inwhich meetings may be convened by the Board and all reasonable expenses incurred by the requisitionist(s)as a result of the failure of the Board shall be reimbursed to them by the Company;5) If the Board fails to give Shareholders sufficient notice (i.e. not less than 21 days for the annual generalmeetings and/or for passing of special resolution(s) at the extraordinary general meetings, or not less than14 days for passing of ordinary resolution(s) at the extraordinary general meetings), the meeting is deemednot to have been duly convened.33