Notice is hereby given that an Annual Meeting of Shareholders (the
"Annual Meeting") of CHINA RESOURCES DEVELOPMENT, INC. (the "Company"), will be
held at the offices of Worlder International Company Limited, 21st Floor, Great
Eagle Centre, No. 23 Harbour Road, Hong Kong, on December 30, 1996, at 3:00
p.m., local time, for the following purposes:
1. To consider and vote upon a proposal by the Board of Directors
to effect a one-for-ten reverse stock split of the Company's
common stock, par value $0.001 per share;
2. To consider and vote upon an amendment to the Articles of
Incorporation, as revised, of the Company to increase the
share ownership requirement for the calling of special
meetings of the shareholders;
3. To consider and vote upon an amendment to the Articles of
Incorporation, as revised, of the Company to establish three
classes of directors and clarify provisions affecting officers
and directors;
4. To consider and vote upon an amendment to the By-Laws of the
Company to allow the Board of Directors to amend the By-Laws;
5. To consider and vote upon an amendment to the Company's 1995
Stock Option Plan to increase the number of shares of Common
Stock subject thereto and to decrease the required holding
period for non-qualified stock options;
6. To elect directors;
7. To consider and vote upon the ratification of the appointment
of Ernst & Young as the Company's independent accountants for
the fiscal year ending December 31, 1996; and
8. To transact such other business as may properly come before
the Annual Meeting and any adjournment or postponement
thereof.
Does Everbright get to vote the 32,000,000 + shares that were given to them? |