???? To approve.
Reading the press release on the XinXing website the holdup with the $5 million debenture seems to be that China's Ministry of Commerce has administrative rules for domestic Chinese companies who want to invest directly into foreign companies, but no relevant rules for subscription of debentures.
Therefore, XinXing is creating a Hong Kong subsidiary to get around the legal confusion. Looks like the $5 million is coming soon.
I've said it before--XinXing hasn't invested in a foreign mine before, this is their first rodeo and these are the kinds of delays that result. It shouldn't take 2.5 months to close a simple debenture investment.
??????????????????AEI ????????«???»,??? Board of Directors for the successful completion and implementation of resolutions issued by the Company to subscribe for convertible bonds in Canada AEI's "agreement", the company intends to
??????????,????????«???»? Wholly-owned subsidiary in Hong Kong, and as a platform to perform "agreement."
??????,???????????,????«???????????? According to relevant regulations, the transaction does not constitute related party transactions did not constitute "a major asset restructuring of listed companies management
??»?????????? Approach "provides a major asset restructuring.
??????????????? The transaction is submitted to shareholders without consideration.
???????????????????? The transaction is subject to government approval for foreign investment.
??????????????? Second, a wholly owned subsidiary to be established the basic conditions
(?)???? (A) the Registrar of Companies
1??????????????????,?????“????(??)??? 1, the company registered in Hong Kong, a wholly-owned limited liability company, tentatively named "Xinxing Ductile Iron Pipes (Hong Kong) Limited
?”(??“????”)? Division "(hereinafter referred to as" casting Hong Kong ").
2???????«???»?????,??????«???»??????? 2, the casting of Hong Kong as the "agreement" of the performance of the main, by the company's commitment to the "agreement" agreed upon by the company
???????? Assume the rights and obligations.
3??????????????,????100%??? 3, casting a wholly-owned Hong Kong subsidiary, the company holds 100% of the shares.
4??????????3850 ???? 4, casting a registered capital of 38.5 million Hong Kong dollar.
(?)???? (B) the company's management
2 2
1?????????,???????,???????,?????????? 1, casting Hong Kong board of directors by two directors, the directors appointed by the company, the chairman of the directors by the company
??? Specified.
2????????????????????????????? 2, Ductile Iron Pipes, general manager of Hong Kong, Chief Financial Officer by the Board from candidates recommended by appointment.
3????????????????????????? 3, casting a major operation in Hong Kong affairs according to its Articles of Association Board of Directors decided.
(?)???? (C) the company's business
???????????????????????,????????? Ductile Iron Pipes and foreign investment in Hong Kong as the company's import and export trade platform, mainly engaged in the following business.
1???AEI ???????,???????AEI ??? 1, the Company issued convertible bonds subscribed AEI, AEI held stock holdings and operations.
2?????,??????????????????? 2, foreign investment, foreign investment projects to appoint directors in the management and operation.
3????????????? 3, the purchase and sale of mineral products trade.
4??????????????????????????????? 4, the ductile iron pipes, iron and steel products, steel grating, steel and other metal products, buying and selling trade.
5?????????????? 5, the Board decided to engage in other businesses.
(?)???????????,?????????????? (D) casting the other management arrangements in Hong Kong, according to the relevant provisions of the Articles of Association.
?????????????????? Third, the establishment of a subsidiary company of the purpose and effect of the
????????????,??????????????????????? Casting a wholly owned subsidiary set up in Hong Kong, will be beneficial to the successful completion of the board of directors and perform subscription Canada
AEI????????«???»;???????AEI????????,?????AEI AEI Company issued convertible bonds of the "agreement"; Canada's subscription of convertible bonds issued by the Company AEI, AEI will accelerate
??????????????,??????,?????????,?????? Progress of the project's work related to iron ore, and as a platform to stabilize the upstream raw material supply, to achieve the company's business
????????,???????,???????????????????,? Extension of services to the upstream industry, improve the iron and steel industry chain, is conducive to business expansion and formation of new economic growth into
????????????????? And enhance the company's steel industry chain, the core competitiveness.
???????? Fourth, the reference file directory
1??????; 1, the board of directors;
2????? 2, agreement.
???? Notice is hereby
????????????? Xinxing Ductile Iron Pipes Co., Ltd. Board of Directors
????????? January 7, 2012