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Minutes of the Annual General Meeting for the Year 2007
of the Hong Kong Internet Registration Corporation Limited ("HKIRC")
held on Monday, 24thSeptember 2007 at 6:00 p.m.
in the Conference Room, HKIRC, Unit 2002-2005,20/F, ING Tower
308 Des Voeux Road Central, SheungWan, Hong Kong
Present
Directors for 2006/2007 :
Absent with Apology:
Directors for 2006/2007 :
In Attendance:
HKIRC Staff :
Others:
Mr. ChristopherTO (Chainnan)(representativeof User Class)
Mr. David CHEUNG (representativeof User Class)
Mr. CHEUNG To (representativeof User Class)
Dr. HO Pui Tak (representativeof IT Industry Class)
Mr. Andrew LAW (representativeof User Class)
Mr. LawrenceLAW (representativeof Tertiary Institution Class)
Mr. JosephLEUNG (representativeof User Class)
Mr. StephenMAK (representativeof the GovernmentClass)
Mr. Vincent WONG (representativeof ServiceProvider Class)
Mr. Lento YIP (representativeof ServiceProvider Class)
Mr. Davis CHAU (representativeof User Class)
Mr. StephenLAU (representativeof IT Industry Class)
Mr. JonathanSHEA (Chief ExecutiveOfficer)
Ms. Carol AU (Billing & OperationsAdministrator)
Ms. Dorothy CHOW (BusinessDevelopment& Marketing Manager)
Mr. Alex CHU (IT Specialist- Systemand Network)
Ms. Bonnie CHUN (OperationsManager)
Ms. Elisa CHUNG (FinanceOfficer)
Ms. Fiona FONG (Marketing CommunicationSpecialist)
Ms. HannahHO (CustomerRelationsand OperationsConsultant)
Ms. Kris LAM (ExecutiveOfficer)
Representativesfrom OGCIO
MembersofHKIRC
Candidatesstandingfor Election to Board of Director 2007/2008
Representativesfrom Auditor (Moores Rowland)
Welcoming Speechby the Chairman 2006/2007
1. Mr. ChIistopher To asked members and guests if they had any questions in relation to the
Chainnan's Report for 2006/2007. There were no questionsfrom the floor.
~I
e tion of Board of Directors
e Chairman adjournedthe meeting temporarily for vote counting for the election of the new
Directors for 2007/2008. The Auditor firstly presentedthe votes counting for the User Class.
3. Before the vote counting of the rr Industry Class,the Convenerof the Election Committee, Mr.
JosephLeung, announcedthat HKIRC had received an enquiry from one member from the rr
Industry Class before the AGM regarding the eligibility of a member "Internet & Telecom
Association of Hong Kong Limited". Mr. Joseph Leung invited the representative of the
Auditor, Mr. RaphaelDing to explain the detailsto membersfrom the floor.
4. Mr. RaphaelDing said that they had received an email from Dr. Ho Pui Tak on 21It Sep 2007
regarding his concern on the eligibility of "Internet & Telecom Association of Hong Kong
Limited", a member of the IT Industry Class of HKIRC. Dr. Ho said in his email that this
associationhad ceasedto exist as a registeredcompany or legal entity in Hong Kong. As a
result, Dr. Ho Pui Tak suggestedthat any votes cast by any company/organizationin the name
of "Internet & TelecomAssociation of Hong Kong Limited", if there was any, should be void
and not be counted. Mr. RaphaelDing said that Dr. Ho Pui Tak had also copied the sameemail
to the CEO of HKIRC for relaying to the relevant parties of the Company and all candidates
participating in the Director Election (of the IT InduStryClass)for their infonnation.
5.
Mr. Raphael Ding said that they had handled the enquiry and sent a reply email to Dr. Ho Pui
Tak on 24th Sep 2007. The reply email informed Dr. Ho Pui Tak that "Internet & Telecom
Association of Hong Kong Limited" had changedits name to "CommunicationsAssociation of
Hong Kong Limited" ("CommunicationsAssociation") and relevant supportingdocumentssuch
as the Certificate of Changeof Name had beenprovided to them to verify such changes. Mr.
RaphaelDing also said that they had carried out company searchto ensurethe existenceof the
company. Under the "Verification Guidelinesfor Voting by Post or by Email - for the Election
in 2007" issued by HKIRC, the name of the member could be amended if the official
documentary proof of name amendmentwas attached(e.g. letter of name change issued by
I
CompaniesRegistry, documentaryproof issuedby Immigration Department). Therefore, Mr.
RaphaelDing said that the vote by CommunicationsAssociationwould hold to be valid.
6. The Auditor continued to conduct the vote counting for the IT Industry Class. As two
candidatesin the IT Industry Class got the samenumber of votes, the CEO announcedthat
random draw was necessaryto selectone candidateto fill up one of the two positions in the IT
Industry Class. The Auditor conductedthe random draw for IT Industry Class in front of all
present members and drew one ball (i.e. No.5 representingthe elected candidate) from the
random draw box. The Chairmanaskedif any membersfrom the floor had any objection to the
result of the random draw.
7. Mr. John Chiu askedwho were on the circulation list regardingthe enquiry email from Dr. Ho
Pui Tak as mentioned above. He was worried that the email from Dr. Ho Pui Tak was also
copied to all voters from the IT Industry Class and that might affect the result of the election.
The CEO replied that the email was only sentto the Auditor and cc'ed to him. The Convenerof
the Election Committee, Mr. JosephLeung, said that if any candidatehad any queries on the
election result, they could raise their concern"in writing to the Election Committee within 14
days.
8. Mr. Lento Yip commentedthat the Auditor was not performing the draw professionally. He
that she was facing the random draw box when she drew the ball and therefore, she might
ve seenthe balls inside the box. The Cbainnanclarified that the Auditor was an independent
whO audited the election process; and did not have any bias towards anyone of the
candidates. Mr. Lento Yip suggestedthat the Company should conduct the random draw
again.
9. Dr. Ho Pui Tak agreedthat the random draw processwas conductedindependentlyand he did
not agreethat a re-draw was necessary. The Chairmanaskedif membersfrom the IT Industry
present supportedthe motion from Mr. Lento Yip to conduct a re-draw. However, there were
only two IT membersattendingthe meeting and one of them was againstthe motion and one for
the motion. Mr. RaphaelDing commentedthat HKIRC did not prescribethe way of conducting
the random draw and there was no consensusin the drawing procedurebeforehand. Therefore,
he did not see any breach on the rules. Mr. Adrian Halkes commented that there was no
evidence showing that the auditor who conducted the random draw had seen through the
random draw box and thus causinga bias on the drawing result. Therefore,he believed that the
election result should be valid. The Convenerof the Election Committee, Mr. JosephLeung,
concluded that if any candidateshad any appeal on the election result or the random drawing
process, he/she should write to the Election Committee within 14 days and the Election
Committee would handleit accordingly.
10. The CEO invited the Convenerof the Election Committee,Mr. JosephLeung, to announcethat
the following Directors would continuein office for the year 2007/2008:
Government Class
Mr. MAK Hung Sung,Stephen
User Class
Mr. CHEUNG To
Mr. Andrew LAW Shiu Kai
Mr. JosephLEUNG Wai Fung
Mr. ChristopherTO
Service Provider Class
Mr. WONG Pak Hong, Vincent
Mr. YIP Yuk Fai, Lento
Tertia"' Institution Class
Mr. Lawrence LAW Hing Vim
11.The Convenerof the ElectionCommittee,Mr. JosephLeung,announcedthat the following
Director had beenautomatically electedfor the year 2007/2008:
Commerceand lndustrv Class
Mr. JosephYU
12. The Convenerof the Election Committee,Mr. JosephLeung, announcedthe namesof the newly
electedDirectors for the year 2007/2008(Annex A):
User Class
1. Mr. David CHEUNG Tai Wai
. Mr. FaNG Kin Kiu, Ken
1. Ms. SusannaCHill
2. Prof. WONG Kam Fai
13.It was RESOLVEDthat the personslisted in items 10, 11and 12 wereappointedI electedas
Directorsof theBoardof HKIRC with effectfrom 24thSeptember
2007.
Adoption of Audited Financial Stateme:nts and Directors' and Auditors' Reports
for the year ended 31st December 2006
14. The CEO askedfor members' consentto the adoption of the Audited Financial Statementsand
Directors' and Auditors' Reports of the Company for the year ended 31st December 2006
preparedby Moores Rowland.
15. Dr. Ho Pui Tak proposedand Mr. JosephLeung secondedto adoption of the Audited Financial
Statementsand Directors' and Auditors' Reports of the Company for the year ended 31st
December2006.
16. It was RESOLVED that the Audited Financial Statementsand Directors' and Auditors' Reports
for the Companyfor the year ended31It December2006 were adoptedand agreedby the
members. (Agree: 16,Disagree: 0,Abstain: 0)
Appointment of Auditors for the year 2007
17.JonathanSheareportedthat HKIRC had conducteda survey of the auditors usedby some of the
local NGOs and non-profit organizationsand discoveredthat there were no preferred auditors
for these organizations. Therefore, HKIRC had invited 5 well-known auditors to give
quotations on the same basis. After comparison, HKIRC recommendedto appoint Moores
Rowland for the year 2007 as they provided the most competitive price and HKIRC was
satisfiedwith their professionalservicesprovided in the past two years.
18. Mr. Christopher To proposedand Mr. David Cheung secondedthe proposal to appoint Moores
Rowland as the auditor for the year 2007.
19. It was RESOLVED that Moores Rowland was appointed as the auditor for the year 2007.
(Agree: 26, Disagree: 0, Abstain: 0)
20. Mr. ChristopherTo thankedall retiring Directors for their past contn"butionto the Company.
Therebeing no other business,the meetingwas adjournedat 6:39 p.m.
COnfiIIIledthe day _.d:L.-cI
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3M October 2007
Hong Kong Internet Registration Corporation Limited
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Hong Kong Domain Name
Registration Company Limited
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Annex A
Result Record
Vote Counting for the Election in 2007
for the Board of Directors
(User Classand IT Industry Class)
24thSeptember 2007 (Monday)
Conference Room, HKIRC, Unit 2002 - 2005, 20/F ING Tower,
308 Des Voeux Road Central, Sheung Wan, Hong Kong
Date:
Venue:
Candidate to ffil up the vacancies of the Board of Directors in the User
Class:
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This is to confirm that the abovevotecountingresult is true.
Representativeof externalauditor
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(Company: Moores Rowland)
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