Air China Announcement of AOA
Air China Ld
15 April 2008
The Stock Exchange of Hong Kong Limited takes no responsibility for the contents
of this announcement, makes no representation as to its accuracy or completeness
and expressly disclaims any liability whatsoever for any loss whatsoever arising
from or in reliance upon the whole or any part of the contents of this
announcement.
(a joint stock limited company incorporated in the People's Republic of China
with limited liability)
(Stock Code: 753)
PROPOSED AMENDMENT TO THE ARTICLES OF ASSOCIATION
At the board meeting of Air China Limited (the 'Company') held on 14 April 2008,
the board of directors (the 'Board') of the Company proposed to amend the
Company's articles of association (the 'Articles of Association') in respect of
the number of directors of the Board.
According to the Articles of Association and the relevant laws and regulations,
the proposed amendment to the Articles of Association (the 'Proposed Amendment')
is subject to the shareholders' approval by way of special resolution at the
Company's general meeting. Further, the Proposed Amendment will become effective
once the relevant PRC government authorities approve it.
Since Mr. Li Jiaxiang, the former chairman of the Board has resigned as a
director and the chairman of the Board due to work reallocation, the number of
directors of the Board changed from 13 to 12, which includes 4 independent
non-executive directors. The relevant PRC law requires that independent
non-executive directors should account for at least one third of the directors
of the board of directors of a listed company. Therefore, at the board meeting
of the Company held on 14 April 2008, the Board proposed to amend the Articles
of Association as follows:
The first paragraph of Article 105 of the Articles of Association of the
original draft, which reads:
'The Company shall have a board of directors. The board of directors shall
consist of 13 directors. ......'
is hereby amended as follows:
'The Company shall have a board of directors. The board of directors shall
consist of 12 directors. ......'
According to the Articles of Association and the relevant laws and regulations,
the Proposed Amendment is subject to the shareholders' approval by way of
special resolution at the Company's general meeting. Further, the Proposed
Amendment will become effective once the relevant PRC government authorities
approve it.
By order of the Board
Air China Limited
Kong Dong
Acting Chairman of the Board
Beijing, PRC, 14 April 2008
As at the date of this announcement, the Directors of the Company are Kong Dong,
Wang Shixiang, Yao Weiting, Ma Xulun, Christopher Dale Pratt, Chen Nan Lok
Philip, Cai Jianjiang, Fan Cheng, Hu Hung Lick, Henry*, Wu Zhipan*, Zhang Ke*
and Jia Kang*.
* Independent non-executive Director of the Company
This information is provided by RNS
The company news service from the London Stock Exchange
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