Results of Court Meeting and EGM
15 Juli 2010 - 5:58PM
UK Regulatory
TIDMETC
RNS Number : 4356P
Et-china.com International Holdings
15 July 2010
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS IN THAT JURISDICTION
ET-CHINA.COM INTERNATIONAL HOLDINGS LIMITED
("Et-china" or "the Company")
Scheme of Arrangement update: results of Court Meeting and EGM
Further to recent announcements, the Board of the Company is pleased to announce
that at the Court Meeting and Extraordinary General Meeting, both held on 15
July 2010 in London to approve the Scheme and associated matters, all
resolutions were duly passed.
At the Court Meeting, the required majority in number of those Scheme
Shareholders present and voting, either in person or by proxy, representing 100
per cent. of the voting rights of all Scheme Shares in respect of which votes
were cast, voted in favour of the Scheme. The voting of those Scheme
Shareholders who cast votes either in person or by proxy at the Court Meeting
was as follows:
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
| | Total Votes | Votes for | Votes |
| | | the Scheme | against the |
| | | | Scheme |
+--------+----------------------------+----------------------------+----------------------------+
| | No. | No. | No. | No. | No. | No. |
| | of | of | of | of | of | of |
| | Scheme | Scheme | Scheme | Scheme | Scheme | Scheme |
| | Shareholders | Shares | Shareholders | Shares | Shareholders | Shares |
| | | Represented | (and %) | Represented | (and %) | Represented |
| | | | | (and %) | | (and %) |
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
| Total | 1 | 213,231 | 1 | 213,231 | 0 | 0 |
| in | | | (100%) | (100%) | (0%) | (0%) |
| person | | | | | | |
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
| Total | 24 | 22,092,540 | 24 | 22,092,540 | 0 | 0 |
| by | | | (100%) | (100%) | (0%) | (%) |
| proxy | | | | | | |
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
| Total | 25 | 22,305,771 | 25 | 22,305,771 | 0 | 0 |
| | | | (100%) | (100%) | (0%) | (0%) |
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
At the EGM, the resolution required to implement the Scheme and certain other
connected matters was passed on a poll. The voting of those Et-china
Shareholders who cast votes either in person or by proxy at the EGM was as
follows:
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
| | Total Votes | Votes for | Votes |
| | | the Scheme | against the |
| | | | Scheme |
+--------+----------------------------+----------------------------+----------------------------+
| | No. | No. | No. | No. | No. | No. |
| | of | of | of | of | of | of |
| | Et-china | Et-china | Et-china | Et-china | Et-china | Et-china |
| | Shareholders | Shares | Shareholders | Shares | Shareholders | Shares |
| | | Represented | (and %) | Represented | (and %) | Represented |
| | | | | (and %) | | (and %) |
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
| Total | 1 | 213,231 | 1 | 213,231 | 0 | 0 |
| in | | | (100%) | (100%) | (0%) | (0%) |
| person | | | | | | |
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
| Total | 28 | 34,811,750 | 27 | 34,765,085 | 1 | 46,665 |
| by | | | (96.4%) | (99.9%) | (3.6%) | (0.1%) |
| proxy | | | | | | |
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
| Total | 29 | 35,024,981 | 28 | 34,978,316 | 1 | 46,665 |
| | | | (96.5%) | (99.9%) | (3.5%) | (0.1 %) |
+--------+--------------+-------------+--------------+-------------+--------------+-------------+
For the avoidance of doubt, the Company is not subject to the City Code on
Takeovers and Mergers ("City Code") and accordingly investors should be aware
that they are not afforded the protections of the City Code.
Any capitalised term used but not defined in this announcement has the same
meaning as is given to it in the Scheme Circular.
Contact details for enquiries:
+----------------------------+------------------+
| Et-china.com International | +86 (0)20 3879 |
| Holdings Limited | 5531 |
+----------------------------+------------------+
| Matthew Ng | |
+----------------------------+------------------+
| | |
+----------------------------+------------------+
| | |
+----------------------------+------------------+
+----------------------------+------------------+
| Seymour Pierce, Nomad and | +44 (0)207 107 |
| Broker | 8000 |
+----------------------------+------------------+
| Mark Percy | |
+----------------------------+------------------+
| Catherine Leftley | |
+----------------------------+------------------+
| | |
+----------------------------+------------------+
The distribution of this announcement in jurisdictions other than in the United
Kingdom or Jersey may be restricted by law and therefore any persons who are
subject to the laws of any jurisdiction other than the United Kingdom or Jersey
should inform themselves about, and observe, any applicable requirements. This
announcement has been prepared for the purposes of complying with Jersey law and
the AIM Rules and information disclosed may not be the same as that which would
have been disclosed if this announcement had been prepared in accordance with
the laws of any jurisdiction outside the United Kingdom or Jersey.
Copies of this announcement and formal documentation relating to the Proposal
will not be and must not be, mailed or otherwise forwarded, distributed or sent
in, into or from any jurisdiction where to do so would violate the laws in that
jurisdiction.
The Proposal relates to the shares of a Jersey company and is proposed to be
effected by means of a scheme of arrangement under Jersey law. The Proposal will
not be sent to Et-china Shareholders who are resident in, or citizens of, or are
organised or incorporated in, the United States. Accordingly, neither this
announcement nor any other document in connection with the Proposal shall be
released, published or distributed in whole or in part in, into or from the
United States or any other jurisdiction where to do so would constitute a
violation of the relevant laws in that jurisdiction. Neither this announcement
nor any other document in connection with the Proposal shall be forwarded by any
nominee, custodian, broker or other intermediary in, into or from the United
States.
Hong Kong
WARNING
The contents of this announcement and the Scheme Circular have not been reviewed
by any regulatory authority in Hong Kong. You are advised to exercise caution in
relation to the offer. If you are in doubt about any of the contents of this
announcement or the Scheme Circular, you should obtain independent professional
advice.
This announcement and the Scheme Circular do not constitute an offer or
invitation to the public in Hong Kong to subscribe for or dispose of the Scheme
Shares. Accordingly, unless permitted by the securities laws of Hong Kong, no
person may issue or have in its possession for the purposes of issue, this
announcement or any invitation or document relating to the Scheme Shares,
whether in Hong Kong or elsewhere, which is directed at, or the contents of
which are likely to be accessed or read by, the public in Hong Kong other than
in circumstances which do not constitute an offer or an invitation to the public
for the purposes of the Hong Kong Securities and Futures Ordinance. However,
numbered copies of the Scheme Circular may be issued to a limited number of
shareholders in Hong Kong in a manner which does not constitute an issue,
circulation or distribution of this document, or any offer or invitation in
respect of the Scheme Shares, to the public in Hong Kong. Only the person to
whom a numbered copy of the Scheme Circular has been issued may take action in
response to the Scheme Circular. No person to whom a numbered copy of the Scheme
Circular is issued may issue, circulate or distribute this document in Hong Kong
or make or give a copy of this document to any other person.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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