UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 6-K
 
Report of Foreign Private Issuer
 
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934

For the month of August 2012

Commission File Number 1-14966


CNOOC Limited
(Translation of registrant’s name into English)
   
65th Floor
Bank of China Tower
One Garden Road
Central, Hong Kong
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F      X          Form 40-F ___

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ___        No     X   

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):  Not applicable

 
 
 
 
 
Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
     
CNOOC Limited
  
         
         
 
By:
  
/s/ Hua Zhong
  
 
Name:
  
Hua Zhong
  
 
Title:
  
Joint Company Secretary
  
Dated: August 21, 2012
 
 

 
 
 
 

EXHIBIT INDEX

 
Exhibit No. Description
   
99.1
 Announcement dated August 21, 2012, entitled “Poll Results of Extraordinary General Meeting Held on 21 August 2012”.
 
 
 
 
 
 
Exhibit 99.1
 
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated in Hong Kong with limited liability under the Companies Ordinance)
(Stock Code: 00883)


 POLL RESULTS OF EXTRAORDINARY GENERAL MEETING
HELD ON 21 AUGUST 2012

The extraordinary general meeting (the “EGM”) was held at Island Shangri-La Pacific Place, Supreme Court Road, Central, Hong Kong on 21 August 2012 at 5:30 p.m., at which the ordinary resolution in respect of the Coalbed Methane Resources Exploration and Development Cooperation Agreement dated 3 August 2012 between CNOOC China and CUCBM (the “Agreement”) and the transactions contemplated thereunder was duly passed by the Independent Shareholders by way of poll.

Reference is made to the Notice of EGM and Circular of CNOOC Limited (the “Company”) dated 3 August 2012 in respect of the Agreement (the “Notice and Circular”). Unless otherwise specified in this announcement, terms used herein shall have the same meanings as defined in the Notice and Circular.

POLL RESULTS AT THE EGM

The EGM was held at Island Shangri-La Pacific Place, Supreme Court Road, Central,   Hong Kong on 21 August 2012 at 5:30 p.m., at which the ordinary resolution in respect of the Agreement and the transactions contemplated thereunder was duly passed by the Independent Shareholders by way of poll.

As at the date of the EGM, the total number of Shares in issue was 44,646,305,984. As explained in the Circular, OOGC, CNOOC BVI and their respective associates were required to, and did, abstain from voting in relation to the ordinary resolution in respect of the Agreement and the transactions contemplated thereunder. As at the date of the EGM, OOGC, CNOOC BVI and their respective associates held in aggregate 28,772,727,273 Shares. Accordingly, the total number of Shares entitling the Independent Shareholders to attend and vote on the ordinary resolution at the EGM was 15,873,578,711 representing approximately 35.5% of the total number of Shares in issue. There were no Shares entitling the holders to attend and abstain from voting in favour at the EGM as set out in Rule 13.40 of the Listing Rules.
 
 
 
 
 

 
The vote-taking at the EGM was scrutinized by representatives from Hong Kong Registrars Limited. The results of the poll at the EGM were as follows:

Ordinary Resolution
Number of votes (%)
Total number of votes cast
For
Against
  
To approve the Agreement and the transactions contemplated thereunder, as described in the Notice of Extraordinary General Meeting dated 3 August 2012
9,490,910,199
(98.519513%)
142,623,200
(1.480487%)
9,633,533,399
 

 
 
By Order of the Board
 
CNOOC Limited
 
Zhong Hua
 
Joint Company Secretary

 
Hong Kong, 21 August 2012
 
As at the date of this announcement, the Board comprises the following:
 
Executive Directors
Independent Non-executive Directors
Li Fanrong
Chiu Sung Hong
Wu Guangqi
Lawrence J. Lau
 
Tse Hau Yin, Aloysius
 
Wang Tao
Non-executive Directors
  
Wang Yilin (Chairman)
  
Yang Hua (Vice Chairman)
  
Zhou Shouwei
  
Wu Zhenfang