Sunshine Oilsands Announces Poll Results of the Annual General Meeting of Shareholders Held on June 25 and June 24
Reference is made to the notice of the annual general meeting of shareholders (the "Meeting") of Sunshine Oilsands Ltd.CALGARY, Alberta and HONG KONG, June 25, 2014 /CNW/ -- 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 | |
| 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 | 1,096,608,172 |
| The resolution was duly passed as an ordinary resolution. | |||
| Ordinary Resolution | Number of Votes (%) | Total Voting Rights | |
| 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 | 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 | 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 | 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 | 11,615,500 | 1,096,608,172 |
| The resolution was duly passed as an ordinary resolution. | |||
| Ordinary Resolution | Number of Votes (%) | Total Voting Rights | |
| 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 | 1,336,145,672 |
| The resolution was duly passed as an ordinary resolution. | |||
| Ordinary Resolution | Number of Votes (%) | Total Voting Rights | |
| 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 | |
| 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 | |
| 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 | |
| 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 | |
| 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 | |
| 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 | |
| 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
Contact
Sunshine Oilsands Ltd.
Mr. David Sealock, Interim President & CEO
+1-403-984-1446
investorrelations@sunshineoilsands.com