TIDMRCG

RNS Number : 7429K

RCG Holdings Limited

27 June 2014

27 June 2014

RCG Holdings Limited

("RCG" or the "Company" and together with its subsidiaries, the "Group")

RESULTS OF ANNUAL GENERAL MEETING

The board of directors (the "Board") of RCG Holdings Limited (AIM: RCG, HKSE: 802) (the "Company") announces that the Annual General Meeting ("AGM") of the Company was duly held at 4:00 p.m. on 27 June 2014 (Hong Kong time) at Lot 1, Jalan Teknologi 3/5, Taman Sains Selangor 1, Kota Damansara, Petaling Jaya, Selangor, Malaysia. A poll was demanded by the Chairman for voting on all resolutions as set out in the Notice of AGM dated 4 June 2014.

As a result, the Company's admission to AIM will be cancelled with effect from 7:00am (UK time) on 8 July 2014. The Company's shares will continue to be listed on the HKSE.

The poll results are as follows:

 
 RESOLUTIONS                                     Number of Votes (%)        Passed by 
                                                                           shareholders 
--------------------------------------------  -------------------------  -------------- 
                                                   For        Against 
---  ---------------------------------------  ------------  -----------  -------------- 
 ORDINARY RESOLUTIONS 
--------------------------------------------------------------------------------------- 
      To receive and consider the audited 
       financial statements for the 
       year ended 31 December 2013 and 
       the reports of the directors 
       of the Company (the "Directors") 
 1.    and of the auditors thereon.            379,754,098   65,685,998        Yes 
                                                 (85.25%)     (14.75%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      (a) To re-elect Mr. Zhang Ligong 
 2.    as an executive Director.               379,732,773   65,707,323        Yes 
                                                 (85.25%)     (14.75%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      (b) To re-elect Mr. Liu Wen as 
       an independent non-executive 
       Director.                               379,732,773   65,707,323        Yes 
                                                 (85.25%)     (14.75%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      (c) To re-elect Kwan King Wah 
       as an independent non-executive 
       Director.                               379,732,773   65,707,323        Yes 
                                                 (85.25%)     (14.75%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      To authorise the board of Directors 
       or executive committee of the 
       board of Directors to fix the 
 3.    remuneration of the Directors.          379,659,062   65,779,034        Yes 
                                                 (85.23%)      (14.77%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      To appoint HLB Hodgson Impey 
       Cheng Limited as the auditors 
       of the Company and authorise 
       the board of Directors to fix 
 4.    their remuneration.                     379,661,062   65,779,034        Yes 
                                                 (85.23%)     (14.77%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      To grant a general mandate to 
       the Directors to allot, issue 
       and deal with new Shares not 
       exceeding 20% of the existing 
 5.    issued share capital of the Company.    379,618,818   65,821,278        Yes 
                                                 (85.22%)     (14.78%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      To extend the general mandate 
       granted to the Directors to allot, 
       issue and deal with new shares 
       by an amount not exceeding the 
       amount of the Shares repurchased 
 6.    by the Company.                         379,659,062   65,781,034        Yes 
                                                 (85.23%)     (14.77%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      To refresh the Scheme Mandate 
       Limit under the share option 
 7.    scheme adopted on 28 June 2013.         379,661,062   65,779,034        Yes 
                                                 (85.23%)     (14.77%) 
---  ---------------------------------------  ------------  -----------  -------------- 
 SPECIAL RESOLUTIONS 
--------------------------------------------------------------------------------------- 
      To grant a general mandate to 
       the Directors to repurchase shares 
       not exceeding 10% of the issued 
 8.    share capital of the Company.           379,680,862   65,759,234        Yes 
                                                 (85.24%)     (14.76%) 
---  ---------------------------------------  ------------  -----------  -------------- 
      To cancel the admission of the 
       ordinary shares of HK$0.01 each 
       in the capital of the Company 
       to trading on AIM, a market operated 
       by London Stock Exchange plc, 
       (the "Cancellation") and that 
       the Company's directors and officers, 
       or persons authorised by the 
       directors of the Company, be 
       authorised and directed to execute 
       all documents and take all necessary 
       actions in connection with the 
 9.    Cancellation.                           379,631,884    145,380          Yes 
                                                 (99.96%)      (0.04%) 
---  ---------------------------------------  ------------  -----------  -------------- 
 

Remarks:

   a.      The total number of the shares of the Company in issue at the time of AGM:   1,002,486,496 

b. The total number of shares entitling the holder to attend and vote for or against the resolutions at the

AGM:   445,440,096 

c. The total number of shares entitling the holder to attend and abstain from voting in favour the resolutions at the AGM: nil.

d. None of the shareholders of the Company have stated their intention in the Company's circular dated 4 June 2014 to vote against any of the resolutions at the AGM.

e. None of the shareholders of the Company is required to abstain from voting on any of the resolutions at the AGM.

f. The Company's auditors, HLB Hodgson Impey Cheng Limited, acted as the scrutineer for the votetaking at the AGM.

Enquiries:

   RCG Holdings Limited                                                   Tel: +852 2637 2800 

Wang Zhongling, Chief Executive Officer

ir@rcg.tv

   Smith & Williamson Corporate Finance Limited        Tel: +44 (0) 20 7131 4000 

(Nominated Adviser and Broker)

Dr. Azhic Basirov / David Jones / Ben Jeynes

This information is provided by RNS

The company news service from the London Stock Exchange

END

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