Annual General Meeting

The shareholders' general meeting is the organ of authority of our Company and shall exercise its functions and powers in accordance with law. Shareholders' general meetings are divided into annual general meetings and extraordinary general meetings. Shareholders' general meeting shall be convened by the Board. The Board shall convene an annual shareholders' meeting once each year and within six (6) months from the close of the preceding financial year.

The ordinary shareholders of our Company have the right to attend or appoint one or more proxies to attend shareholders' general meetings and to vote thereat. A shareholder (including proxy) when voting at a shareholders' general meeting may exercise voting rights in accordance with the number of shares carrying the right to vote and each share shall have one vote. When our Company convenes a shareholders' general meeting, written notice of the meeting shall be given forty-five (45) days before the date of the meeting to notify all of the shareholders in the share register of the matters to be considered and the date and the place of the meeting. A shareholder who intends to attend the meeting shall deliver his written reply concerning the attendance of the meeting to our Company twenty (20) days before the date of the meeting.

Resolutions of shareholders' general meetings shall be divided into ordinary resolutions and special resolutions.
·To adopt an ordinary resolution, votes representing more than one half of the voting rights represented by the shareholders (including proxies) present at the meeting must be exercised in favor of the resolution in order for it to be passed.
·To adopt a special resolution, votes representing two-thirds or more of the voting rights represented by the shareholders (including proxies) present at the meeting must be exercised in favor of the resolution in order for it to be passed.

The following matters shall be resolved by an ordinary resolution at a shareholders' general meeting:
·work reports of the Board and the supervisory committee;
·plans formulated by the Board for the distribution of profits and for making up losses;
·removal of the members of the Board and members of the supervisory committee, their remuneration and method of payment;
·annual preliminary and final budgets, balance sheets and profit and loss accounts and other financial statements of our Company;
·matters other than those required by the laws and administrative regulations or by the Articles of Association to be adopted by special resolution.

The following matters shall be resolved by a special resolution at a shareholders' general meeting:
·the increase or decrease of share capital and the issue of shares of any class, warrants and other similar securities;
·the repurchase of shares of our Company;
·the issue of debentures of our Company;
·the division, merger, dissolution and liquidation of our Company;
·amendments to the Articles of Association;
·any other matters considered by the shareholders' general meeting, by way of an ordinary resolution, to be of a nature which may have a material impact on our Company and should be adopted by a special resolution.