Independent Adviser(s): Simmons Corporate Finance (rule 18)

Company Meeting Date: 29/06/2017

On 14 June 2017, Cooks Global Foods Limited (Cooks Global) gave notice of a special meeting of shareholders to consider and approve proposed allotments of:

(a)      44,873,240 voting securities to Weihai Station Limited (Weihai), a wholly-owned subsidiary of Jijiayue Holding Group Limited;

(b)      23,142,413 voting securities to Yunnan Metropolitan Construction Investment Group (Yunnan); and

(c)      61,032,258 voting securities to Cooks Investment Holdings Limited (CIHL)(the Proposed Allotments).

Following the Proposed Allotments, Weihai would have increased its voting control in Cooks Global to 30.58%. Yunnan would have increased to 20.78% and CIHL (along with its associates) to 29.35%. As such, the Proposed Allotments would have breached rule 6 of the Code. On 29 June 2017, a special meeting of shareholders was held by Cooks Global to seek shareholder approval of the Proposed Allotments under rule 7(d).

On 29 June 2017 the special meeting was held and the Cooks Global shareholders voted in favour of the Proposed Allotments.

Key Documents

Notice of Meeting:
Independent Adviser Report(s):