MIG Lists Historical Resolutions Unsupported by Un-Reelected Directors Enebish & Lim
August 23, Mongolia Investment Group Limited (HK:402) --
Reference is made to the announcement of Mongolia Investment Group Limited (the "Company") dated 3 August 2012 in which the Company announced that Mr. LIM Siong, Dennis ("Mr. Lim") and Mr. ENEBISH Burenkhuu ("Mr. Enebish") were not re-elected as executive directors of the Company at the annual general meeting of the Company (the "AGM") held on 3 August 2012. In various meetings of the board of directors of the Company (the "Board") held since 26 August 2011 (the date of the AGM held in 2011) and 3 August 2012, there were disagreements between these 2 outgoing directors and the Board on a number of matters including those particularized below:
Date of each Board meeting
Issues which were disagreed by Mr. Lim and Mr. Enebish
12 September 2011
Appointment of a consultant for the Company; and
Authorization for Leung, Chung Tak Barry, an executive director of the Company, to sign off the letter of representation to the auditors of the Company in connection with the annual audit of the Company and its subsidiaries (the "Group") for the financial year ended 31 March 2012.
8 December 2011
Approval of the memorandum of understanding referred to in the announcement of the Company dated 12 December 2011 and incidental matters.
28 March 2012
Extension of the settlement date of a promissory note issued by the Company.
16 April 2012
Engagement of a mining expert.
26 May 2012
Non-adjournment of the Board meeting; and
Reference is made to the announcement of Mongolia Investment Group Limited (the "Company") dated 3 August 2012 in which the Company announced that Mr. LIM Siong, Dennis ("Mr. Lim") and Mr. ENEBISH Burenkhuu ("Mr. Enebish") were not re-elected as executive directors of the Company at the annual general meeting of the Company (the "AGM") held on 3 August 2012. In various meetings of the board of directors of the Company (the "Board") held since 26 August 2011 (the date of the AGM held in 2011) and 3 August 2012, there were disagreements between these 2 outgoing directors and the Board on a number of matters including those particularized below:
Date of each Board meeting
Issues which were disagreed by Mr. Lim and Mr. Enebish
12 September 2011
Appointment of a consultant for the Company; and
Authorization for Leung, Chung Tak Barry, an executive director of the Company, to sign off the letter of representation to the auditors of the Company in connection with the annual audit of the Company and its subsidiaries (the "Group") for the financial year ended 31 March 2012.
8 December 2011
Approval of the memorandum of understanding referred to in the announcement of the Company dated 12 December 2011 and incidental matters.
28 March 2012
Extension of the settlement date of a promissory note issued by the Company.
16 April 2012
Engagement of a mining expert.
26 May 2012
Non-adjournment of the Board meeting; and
Execution of the sale and purchase agreement referred to in the announcement of the Company dated 7 August 2012 and incidental matters.
19 June 2012
Revision of the production schedule of the Mongolian mines; and
19 June 2012
Revision of the production schedule of the Mongolian mines; and
Making provision for a smokeless coal plant.
29 June 2012
Approval and publication of the draft audited consolidated financial statements of the Group for the financial year ended 31 March 2012;
Approval and publication of the draft annual report of the Group for the financial year ended 31 March 2012;
No distribution of dividend;
Approval of annual results announcement of the Group for the financial year ended 31 March 2012; and
Re-appointment of auditors.
In each of the Board meetings mentioned above, Mr. Enebish's view was communicated to the Board via Mr. Lim. In respect of the retirement of Mr. Lim and Mr. Enebish, the Board takes the view that there is no other matter that needs to be brought to the attention of holders of securities of the Company.
Approval and publication of the draft audited consolidated financial statements of the Group for the financial year ended 31 March 2012;
Approval and publication of the draft annual report of the Group for the financial year ended 31 March 2012;
No distribution of dividend;
Approval of annual results announcement of the Group for the financial year ended 31 March 2012; and
Re-appointment of auditors.
In each of the Board meetings mentioned above, Mr. Enebish's view was communicated to the Board via Mr. Lim. In respect of the retirement of Mr. Lim and Mr. Enebish, the Board takes the view that there is no other matter that needs to be brought to the attention of holders of securities of the Company.
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