Petrochina Co Ltd 6-K, filed Oct 21, 2021
Petrochina Co Ltd (PCCYF)
About this 6-K
Petrochina Co Ltd filed this 6-K on October 21, 2021.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of October 2021
Commission File Number: 001-15006
PETROCHINA COMPANY LIMITED
9 Dongzhimen North Street, Dongcheng District
Beijing, The People’s Republic of China, 100007
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3 2(b): 82— )
EXHIBITS
Exhibit Number
| 99.1 | Resolutions passed at the first extraordinary general meeting of 2021 and appointment of directors; and | |
| 99.2 | List of directors and their roles and functions. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this announcement to be signed on its behalf by the undersigned, thereunto duly authorized.
| PetroChina Company Limited | ||||||
| Dated: October 21, 2021 | By: | /s/ CHAI Shouping | ||||
| Name: | CHAI Shouping | |||||
| Title: | Company Secretary | |||||
Exhibit 99.1
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
中國石油天然氣股份有限公司
PETROCHINA COMPANY LIMITED
(a joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 857)
RESOLUTIONS PASSED AT THE FIRST EXTRAORDINARY GENERAL MEETING OF 2021
AND
APPOINTMENT OF DIRECTORS
The board of directors (the “Board”) of PetroChina Company Limited (the “Company”) is pleased to announce that the Company’s first extraordinary general meeting of 2021 (the “EGM”) was held in Beijing at 9 a.m. on 21 October 2021 and the resolutions set out below were duly passed.
The Board also wishes to notify the shareholders of the Company (the “Shareholders”) of details relating to the appointment of Directors.
Resolutions Passed at the First Extraordinary General Meeting of 2021
We refer to the notice of the EGM dated 6 September 2021 and the circular of the Company dated 6 September 2021 in relation to the EGM (the “Circular”). Unless otherwise defined herein, terms used in this announcement shall have the same meanings as defined in the Circular.
The Board is pleased to announce that the EGM was held at Beijing Soluxe Heyi Hotel Tarim, 5 Beishatan, Chaoyang District, Beijing, the PRC at 9 a.m. on 21 October 2021.
The meeting was convened by the Board, and was chaired by Mr. Duan Liangwei, a non-executive Director. Some of the Directors, Supervisors and senior management of the Company attended the EGM. The EGM was legally and validly convened in compliance with the requirements of the Company Law of the PRC and the Articles of Association.
At the EGM, the following ordinary resolutions were considered and approved by way of poll, and the poll results of the votes are as follows:
1
| Ordinary Resolutions |
Number of votes cast |
Percentage (%) | ||||
| 1. | To consider and approve the election of the following nominated as directors of the Company (Cumulative Voting): | |||||
| (1) Mr. Hou Qijun as director of the Company; | 155,614,935,297 | 100.020354 | ||||
| (2) Mr. Ren Lixin as director of the Company. | 155,532,764,786 | 99.967540 | ||||
As the above resolutions were passed by a simple majority, these resolutions were duly passed as ordinary resolutions.
As at the date of the EGM:
| (1) | The issued share capital of the Company and total number of Shares entitling the holders to attend and vote for or against the resolutions set out above at the EGM: 183,020,977,818 Shares comprising 161,922,077,818 A Shares and 21,098,900,000 H Shares. |
| (2) | Information on the Shareholders and proxies who attended and voted at the EGM is as follows: |
| Number of Shareholders or proxies who attended and voted at the EGM | 54 | |
| Total number of voting shares of the Company held by such attending Shareholders or proxies | 155,583,267,474 | |
| of which: A Shares H Shares |
147,491,983,237 8,091,284,237 | |
| Percentage of such voting shares of the Company held by such attending Shareholders or proxies, as compared with the total number of voting shares of the Company (%) | 85.008434 | |
| of which: A Shares (%) H Shares (%) |
80.587474 4.420960 |
| (3) | There were no Shares of the Company entitling the holders to attend and vote only against the resolutions at the EGM. |
| (4) | The poll results were subject to scrutiny by Hou Jiehan and Fan Kun, representatives of holders of A Shares, Lu Yaozhong, Supervisor of the Company, Gao Yimin and Wu Han of King & Wood Mallesons and Hong Kong Registrars Limited. Hong Kong Registrars Limited acted as the scrutineer for the vote-counting. |
Appointment of Directors
The Board is pleased to announce that according to the poll results of the EGM, Mr. Hou Qijun and Mr. Ren Lixin were elected as the Directors, effective immediately. Except that the spouse of Mr. Ren Lixin no longer held 6,300 A Shares as at the date of this announcement, other details of Mr. Hou Qijun and Mr. Ren Lixin set out in the Circular remained unchanged. Please refer to the Circular for biographical details of Mr. Hou Qijun and Mr. Ren Lixin.
2
| By order of the Board PetroChina Company Limited Company Secretary Chai Shouping |
Beijing, China
21 October 2021
As at the date of this announcement, the Board comprises Mr. Dai Houliang as Chairman; Mr. Hou Qijun, Mr. Duan Liangwei, Mr. Liu Yuezhen, Mr. Jiao Fangzheng and Mr. Ren Lixin as non-executive Directors; Mr. Huang Yongzhang as executive Director; and Ms. Elsie Leung Oi-sie, Mr. Tokuchi Tatsuhito, Mr. Simon Henry, Mr. Cai Jinyong and Mr. Jiang, Simon X. as independent non-executive Directors.
3
Exhibit 99.2
中國石油天然氣股份有限公司
PETROCHINA COMPANY LIMITED
(a joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 857)
List of Directors and their Roles and Functions
The members of the board of directors (the “Board”) of PetroChina Company Limited are set out below:
Chairman: Dai Houliang
Non-Executive Directors
Hou Qijun
Duan Liangwei
Liu Yuezhen
Jiao Fangzheng
Ren Lixin
Executive Director
Huang Yongzhang
Independent Non-Executive Directors
Elsie Leung Oi-sie
Tokuchi Tatsuhito
Simon Henry
Cai Jinyong
Jiang, Simon X.
The Board has established five Board Committees. The table below provides membership information of these Board Committees on which certain Board members serve:
| Board Committee |
Nomination Committee |
Audit Committee |
Investment and Development Committee |
Examination and Remuneration Committee |
Sustainable Development Committee |
|||||||||||||||
| Director |
||||||||||||||||||||
| Dai Houliang |
C | |||||||||||||||||||
| Hou Qijun |
||||||||||||||||||||
| Duan Liangwei |
M | C | ||||||||||||||||||
| Liu Yuezhen |
M | M | ||||||||||||||||||
| Jiao Fangzheng |
M | |||||||||||||||||||
| Ren Lixin |
||||||||||||||||||||
| Huang Yongzhang |
M | |||||||||||||||||||
| Elsie Leung Oi-sie |
C | |||||||||||||||||||
| Tokuchi Tatsuhito |
M | |||||||||||||||||||
| Simon Henry |
M | |||||||||||||||||||
| Cai Jinyong |
M | C | ||||||||||||||||||
| Jiang, Simon X. |
M | M | ||||||||||||||||||
Notes:
| C | Chairman of the relevant Board Committees | |
| M | Member of the relevant Board Committees |
Beijing, the PRC
21 October 2021