Announcement of Resolutions of the Second Extraordinary General Meeting of Shareholders in 2022
Time:2022-12-13
Classification: Company Announcement
Special tips:
1. Proposal 1 "Proposal on the Company's 2022 Employee Stock Ownership Plan (Draft)" and its Summary ", Proposal 2" Proposal on the Company's 2022 Employee Stock Ownership Plan Management Measures "and Proposal 3" Proposal on Request to the General Meeting of Shareholders to Authorize the Board of Directors to Handle Matters Related to the Company's 2022 Employee Stock Ownership Plan "were not passed.
2, the general meeting of shareholders did not change the resolution of the previous general meeting of shareholders;
3. The shareholders' meeting was held by a combination of on-site voting and online voting.
I. Convening and Attendance of the General Meeting of Shareholders
The second interim shareholders' meeting of Shouhang Gaoke Energy Technology Co., Ltd. (hereinafter referred to as "the Company") in 2022 will be held on December 12, 2022 at 14:00 p.m. in the conference room on the second floor of the company's Beijing office building (No. 20, Area 3, Headquarters Base, No. 188, Nansihuan West Road, Fengtai District, Beijing). The meeting was convened by the board of directors and chaired by Mr. Huang Wenbo, chairman of the board, for half a day. The meeting was held by a combination of on-site meeting voting and online voting.
Online voting time: the specific time for online voting through the trading system of Shenzhen stock exchange is: 9:15 to 9:25,9:30 to 11:30 and 13:00 to 15:00 on December 12, 2022; The specific time for voting through the Internet voting system of Shenzhen Stock Exchange is any time between 9:15 a.m. and 15:00 p.m. on December 12, 2022.
A total of 942 shareholders and shareholder representatives participated in this meeting, representing 367,677,255 shares of the company, accounting for 14.4828 of the company's total voting shares. Among them, 0 shareholders and shareholder representatives attended the on-site meeting, 0 shares on behalf of the company, accounting for 0.0000 of the total number of voting shares of the company; 942 shareholders and shareholder representatives through online voting, representing 367,677,255 shares of the company, accounting for 14.4828 of the total number of voting shares of the company.
The general situation of small and medium-sized shareholders:
941 shareholders voted on the spot and online, representing 116,464,507 shares, accounting for 4.5875 of the total shares of listed companies. Among them: 0 shareholders through on-site voting, representing 0 shares, accounting for 0.0000 of the total shares of listed companies. 941 shareholders voted through the Internet, representing 116,464,507 shares, accounting for 4.5875 of the total shares of listed companies.
The company's directors, supervisors and the secretary of the board of directors attended the meeting, and senior managers and lawyers hired by the company attended the meeting.
The convening of the general meeting of shareholders is in line with the provisions of laws, regulations and normative documents such as the company law, the normative opinions of the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange and the articles of association of the company.
II. Deliberation and Voting on Proposals
The meeting voted on the bill to be considered by secret ballot and unanimously adopted the following resolution:
1. Deliberated and failed to pass the "Proposal on the Company's 2022 Employee Stock Ownership Plan (Draft)" and its summary.
Voting results:The total number of valid voting shares for the motion is 367,677,255. Agree to 29,410,365 shares, accounting for 7.9990 of the total voting shares present at the meeting; Oppose 338,100,290 shares, accounting for 91.9557 of the total voting shares present at the meeting; Abstain 166,600 shares, accounting for 0.0453 of the total voting shares present at the meeting.
Among them, the voting results of small and medium-sized investors are:
Agree to 29,410,365 shares, accounting for 25.2526 of the shares held by the minority shareholders present at the meeting;
against 86,887,542 shares, accounting for 74.6043 percent of the shares held by minority shareholders present at the meeting;
166,600 shares were abstained, accounting for 0.1430 per cent of the shares held by small and medium-sized shareholders present at the meeting.
The related shareholder Mr. Huang Qingle has avoided voting, and this proposal has not been reviewed and approved by more than 1/2 of the total number of valid voting shares held by shareholders attending this meeting.
2. Deliberated and failed to pass the Proposal on the Measures for the Administration of the Company's 2022 Employee Stock Ownership Plan.
Voting results:The total number of valid voting shares for the motion is 367,677,255. Agree to 29,504,965 shares, accounting for 8.0247 of the total voting shares present at the meeting; Oppose 338,113,290 shares, accounting for 91.9593 of the total voting shares present at the meeting; Abstain 59,000 shares, accounting for 0.0160 of the total voting shares present at the meeting.
Among them, the voting results of small and medium-sized investors are:
against 86,900,542 shares, representing 74.6155 per cent of the shares held by minority shareholders present at the meeting
Abstention of 59,000 shares, accounting for 0.0507 per cent of the shares held by minority shareholders present at the meeting
The related shareholder Mr. Huang Qingle has avoided voting, and this proposal has not been reviewed and approved by more than 1/2 of the total number of valid voting shares held by shareholders attending this meeting.
3. The motion on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company's 2022 employee stock ownership plan was not passed.
Voting results:The total number of valid voting shares for the motion is 367,677,255. Agree to 29,635,265 shares, accounting for 8.0601 of the total voting shares present at the meeting; Oppose 337,803,690 shares, accounting for 91.8751 of the total voting shares present at the meeting; Abstain 238,300 shares, accounting for 0.0648 of the total voting shares present at the meeting.
Among them, the voting results of small and medium-sized investors are:
Agree to 29,635,265 shares, accounting for 25.4457 of the shares held by the minority shareholders present at the meeting;
against 86,590,942 shares, accounting for 74.3496 percent of the shares held by minority shareholders present at the meeting;
238,300 shares were abstained, accounting for 0.2046 per cent of the shares held by small and medium-sized shareholders present at the meeting.
The related shareholder Mr. Huang Qingle has avoided voting, and this proposal has not been reviewed and approved by more than 1/2 of the total number of valid voting shares held by shareholders attending this meeting.
4. Deliberated and passed the "Proposal on By-election of Independent Directors"
Voting results:The total number of valid voting shares for the motion is 367,677,255. Agree to 300,702,698 shares, accounting for 81.7844 per cent of the total voting shares present at the meeting; oppose 43,746,786 shares, accounting for 11.8981 per cent of the total voting shares present at the meeting; and abstain from 23,227,771 shares, accounting for 6.3174 per cent of the total voting shares present at the meeting.
Among them, the voting results of small and medium-sized investors are:
Agree to 49,489,950 shares, accounting for 42.4936 of the shares held by the minority shareholders present at the meeting;
against 43,746,786 shares, accounting for 37.5623 percent of the shares held by minority shareholders present at the meeting;
23,227,771 shares were abstained, accounting for 19.9441 per cent of the shares held by small and medium-sized shareholders present at the meeting.
5. The bill on the renewal of the appointment of accounting firms was considered and adopted.
Voting results:The total number of valid voting shares for the motion is 367,677,255. Agree to 300,480,498 shares, accounting for 81.7240 per cent of the total voting shares present at the meeting; oppose 43,995,786 shares, accounting for 11.9659 per cent of the total voting shares present at the meeting; and abstain from 23,200,971 shares, accounting for 6.3101 per cent of the total voting shares present at the meeting.
Among them, the voting results of small and medium-sized investors are:
Agree to 49,267,750 shares, accounting for 42.3028 of the shares held by the minority shareholders present at the meeting;
against 43,995,786 shares, accounting for 37.7761 percent of the shares held by minority shareholders present at the meeting;
23,200,971 shares were abstained, accounting for 19.9211 per cent of the shares held by small and medium-sized shareholders present at the meeting.
Third, the legal opinion issued by the lawyer.
The shareholders' meeting was witnessed by the lawyers of Beijing Haotian Law Firm and issued a "legal opinion". Lawyers from Beijing Haotian Law Firm believe: "The convening and convening procedures of the company's shareholders meeting are in compliance with laws, regulations and the company's articles of association; the qualifications of on-site attendees and convener qualifications are legal and effective; the on-site voting of this shareholders meeting The procedures and voting results are legal and effective."
IV. Documents for Reference
1. The resolution of the second interim general meeting of shareholders in 2022 signed and confirmed by the participating directors;
2. Legal Opinion issued by Beijing Haotian Law Firm.
It is hereby announced.
Shouhang Gaoke Energy Technology Co., Ltd.
Board of Directors
December 12, 2022