Shareholder Access & Shareholders' Rights

Communication with the Company

Shareholders are encouraged to maintain direct communication with Pacific Basin. Please refer to our Shareholder Communication Policy.

Shareholders’ Rights

Shareholders may by written requisition or notice exercise certain rights. The following procedures are subject to the Company’s Bye-laws, the Companies Act 1981 of Bermuda (as revised) and applicable legislation and regulations.

1. Procedures for Shareholders to require circulation of proposed resolution or statement in notice for next annual general meeting (“AGM”)

• Pursuant to the Companies Act 1981 of Bermuda (as revised) and in relation to the Company’s next AGM:
  (a) Shareholder(s) holding not less than one-twentieth of the total voting rights of all Shareholders having at the date of requisition the right to vote at the AGM; or
  (b) not less than 100 Shareholders,
  may by a written requisition require the Company to:
  i. include in the notice for the next AGM any resolution which may properly be moved and is intended to be moved at that meeting;
  ii. send a statement of not more than one thousand words with respect to the matter referred to in any proposed resolution or the business to be dealt with at that meeting.
• The written requisition must be signed by the Shareholder(s) concerned and deposited at the Company’s registered office and its principal office for the attention of the Company Secretary within the specified time periods below:
  (a) in the case of a requisition requiring notice of a resolution, not less than six weeks before the AGM; and
  (b) in the case of any other requisition, not less than one week before the AGM.
• Generally speaking, the requisition should be deposited as early as possible to allow the Shareholders sufficient time to consider the matter.
• If the written requisition is in order, the Company Secretary will ask the Board to (i) include the relevant resolution in the agenda for the AGM; or (ii) circulate the statement for the general meeting, provided that the Shareholder(s) concerned have deposited or tendered a sum of money reasonably determined by the Board sufficient to meet the Company’s expenses in giving effect thereto.

2. Procedures for Shareholders to convene a special general meeting (“SGM”)

• Pursuant to the Company’s Bye-laws, Shareholder(s) holding, at the date of deposit of the requisition, not less than one-tenth of the voting rights of the Company (on a one vote per share basis), may by a written requisition require an SGM to be convened by the Board to transact a specified business or resolution specified in the requisition; and such meeting shall be held in the form of a physical meeting only and within two months after the deposit of such requisition.
• The written requisition must state the purpose of the general meeting and may include the text of the proposed resolution; such request must be signed by the Shareholder(s) concerned and sent to the Board or the Company Secretary at the Company’s registered office and principal office.
• If the requisition is in order, the Company Secretary will ask the Board to convene an SGM in accordance with applicable legal and regulatory requirements. If the Board fails to proceed to convene the SGM within 21 days from the date of the deposit of requisition, the requisitionists, or any of them representing more than one half of the voting rights of all of them, may themselves convene such physical meeting, but any meeting so convened shall not held after the expiration of 3 months from the said date.

Shareholders to propose Directors

3. Procedures for Shareholders to propose a person for election as a Director

• In accordance with the procedures outlined in paragraph 2 above, Shareholder(s) may by a written requisition require an SGM to be convened for the appointment/election of proposed Directors.
• In addition, pursuant to the Company’s Bye-laws and in relation to appointment/election of Directors at an AGM, a Shareholder duly qualified to attend and vote at the AGM may by written notice propose a candidate (other than that Shareholder) for the appointment/ election as a Director at that meeting.

• Shareholders who wish to nominate a person to stand for election as a Director shall send the following documents to the Company:
  (i) a written notice of intention to propose a person for election duly signed by the proposing Shareholder;
  (ii) a notice duly signed by the nominated candidate indicating his/her willingness to be elected as a Director;
  (iii) written information of the nominee containing his/her biographical details as required under Rule 13.51(2) of the Listing Rules.
• The written notice must be lodged at the Company’s principal office for the attention of the Company Secretary. The written notice should be given within the period commencing on the day after despatch of the notice of the general meeting appointed for such election and ending no later than 7 days prior to the date of such general meeting and such period shall be at least 7 days (the “Specified Period”). Generally speaking, the notice should be deposited as early as possible to allow the Shareholders sufficient time to consider the matter.
• After receiving the aforementioned documents within the Specified Period, the Nomination Committee of the Company will review and make recommendations to the Board on the selection of the proposed nominee. The Board will then propose such nominee for election as a Director at the general meeting.

Shareholders who have enquires regarding the above procedures may write to the Company Secretary at 31/F, One Island South, 2 Heung Yip Road, Wong Chuk Hang, Hong Kong.

Note: The above is a summary for general reference only and does not serve as an exhaustive guide to the interpretation of the Companies Act 1981 of Bermuda (as revised), the Company’s Bye-laws or the applicable legislation and regulation. Shareholders intending to exercise the above rights should not rely solely on the summary and are entitled to seek professional legal and other advice.

Shareholders Meetings

View our Circulars and General Meetings documents

Corporate Calendar

View our corporate calendar