Changshan North Ming (000158): General Meeting Resolution Announcement
Shijiazhuang Changshan North Ming Polytron Technologies Inc two 19 annual general meeting resolution announcement
All members of the company and the board of directors guarantee the authenticity, accuracy and completeness of the announcement. There is no false record, misleading statement or major omission in the announcement.
Important note:
1, in April 25, 2020, the company published a notice on the convening of the shareholders' meeting of two 19 in the China Securities Journal, the securities times and the giant tide information network.
2, the shareholders' meeting did not increase, modify or reject the proposal.
3, the shareholders' meeting will be held by on-site voting and online voting.
I. conference convening
(I) convening time
1, on-site meeting time: 2:00 p.m. on May 19, 2020
2, Internet voting time: May 19, 2020
The voting time through the Shenzhen stock exchange trading system is May 19, 2020 9:30-11:30 a.m. and 13:00-15:00 p.m.
Through the Shenzhen Stock Exchange Internet voting system ( Wltp.cninfo.com .cn) the voting time is any time during May 19, 2020 9:15-15:00.
(two) Venue: Venue: conference room, 3rd floor, 183 East Heping Road, Shijiazhuang.
(three) mode of meeting: combination of on-site voting and Internet voting.
(four) convenor: Board of directors.
(five) Moderator: Mr. Xiao Rongzhi, chairman of the company.
The meeting was convened in accordance with the relevant provisions of the company law of the People's Republic of China, the rules of shareholders' meeting of listed companies, the rules for the listing of shares on the stock exchange of Shenzhen, and the statute of Shenzhen Shijiazhuang North Ming.
Two. Attendance at meetings
The shareholders (or shareholder agents) attending the meeting of shareholders' meetings are 8 representatives, representing 694269227 shares, representing 43.4294% of the total share capital of the company. According to the online voting statistics provided by Shenzhen Securities Information Co., Ltd., a total of 16 shareholders participated in the online voting of the shareholders' meeting, representing 30673606 shares, accounting for 1.9188% of the total shares of listed companies.
In summary, the shareholders and shareholders' agents (including online voting methods) who participated in the company's general meeting were 24, representing 724942833 shares, accounting for 45.3481% of the total shares of listed companies. In addition to the directors, supervisors, senior managers and other shareholders (or shareholder agents) outside the company's directors, supervisors, senior managers and shareholders who hold more than 5% of the shares of the company (hereinafter referred to as "small and medium investors"), they represent 19 shares in the voting shares of the company, accounting for 1.9832% of the total share capital of the company.
The persons attending or attending the shareholders' meeting also include some directors, supervisors, senior management personnel, witness lawyers hired by the company, and other personnel agreed by the board of directors.
Three. Motion consideration and voting.
The meeting was voted on by way of on-site voting and online voting. The following motion was considered and approved:
(1) the report on the work of the board of directors was deliberated and adopted in 2019.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Voting result: pass.
(two) the report on the work of the board of supervisors in 2019 was deliberated and adopted.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Voting result: pass.
(three) the motion on the provision for impairment of assets in 2019 is considered and adopted.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Among them, the voting situation of small and medium investors is: 31600261 shares are agreed, accounting for 99.6716% of the shares held by small and medium shareholders attending the meeting; 103920 shares are opposed, accounting for 0.3278% of the shares held by the minority shareholders attending the meeting; and 200 shares are abstained, accounting for 0.0006% of the shares held by the minority shareholders attending the meeting.
Voting result: pass.
(four) the annual report 2019 was considered and adopted.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Voting result: pass.
(five) consideration and adoption of the 2019 financial accounts plan.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Voting result: pass.
(six) the profit distribution plan for 2019 was considered and approved.
Voting situation: agreed 724833313 shares, accounting for 99.9849% of all shares held by all shareholders attending the meeting; opposed 109320 shares, accounting for 0.0151% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Among them, the voting situation of small and medium investors is: 31594861 shares are agreed, accounting for 99.6546% of the shares held by small and medium shareholders attending the meeting; 109320 shares are opposed, accounting for 0.3448% of the shares held by the minority shareholders attending the meeting; and 200 shares are abstained, accounting for 0.0006% of the shares held by the minority shareholders attending the meeting.
Voting result: pass.
(seven) the motion on the appointment of 2020 financial audit institutions and internal control audit institutions has been deliberated and adopted.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Among them, the voting situation of small and medium investors is: 31600261 shares are agreed, accounting for 99.6716% of the shares held by small and medium shareholders attending the meeting; 103920 shares are opposed, accounting for 0.3278% of the shares held by the minority shareholders attending the meeting; and 200 shares are abstained, accounting for 0.0006% of the shares held by the minority shareholders attending the meeting.
Voting result: pass.
(eight) consideration and adoption of the projected motion on the related party transactions in 2020.
This motion involves related party transactions, and related shareholders Shijiazhuang Changshan textile Refco Group Ltd avoid voting.
Voting situation: agreed 269542529 shares, accounting for 99.9614% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0385% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0.0001% of the shares held by all shareholders attending the meeting.
Among them, the voting situation of small and medium investors is: 31600261 shares are agreed, accounting for 99.6716% of the shares held by small and medium shareholders attending the meeting; 103920 shares are opposed, accounting for 0.3278% of the shares held by the minority shareholders attending the meeting; and 200 shares are abstained, accounting for 0.0006% of the shares held by the minority shareholders attending the meeting.
Voting result: pass.
(nine) consideration and adoption of the motion on the guarantee amount of companies and subsidiaries in 2020.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Among them, the voting situation of small and medium investors is: 31600261 shares are agreed, accounting for 99.6716% of the shares held by small and medium shareholders attending the meeting; 103920 shares are opposed, accounting for 0.3278% of the shares held by the minority shareholders attending the meeting; and 200 shares are abstained, accounting for 0.0006% of the shares held by the minority shareholders attending the meeting.
Voting result: pass.
(ten) deliberation and adoption of the motion to amend some provisions of the remuneration management system for directors, supervisors and senior managers.
Voting situation: agreed 724837213 shares, accounting for 99.9854% of all shares held by all shareholders attending the meeting; opposed 105420 shares, accounting for 0.0145% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Among them, the voting situation of small and medium investors is: 31598761 shares are agreed, accounting for 99.6669% of the shares held by small and medium shareholders attending the meeting; 105420 shares are opposed, accounting for 0.3325% of the shares held by the minority shareholders attending the meeting; and 200 shares are abstained, accounting for 0.0006% of the shares held by the minority shareholders attending the meeting.
Voting result: pass.
(eleven) the remuneration and performance appraisal plan for directors, supervisors and senior managers in 2020 has been deliberated and adopted.
Voting situation: agreed 724837213 shares, accounting for 99.9854% of all shares held by all shareholders attending the meeting; opposed 105420 shares, accounting for 0.0145% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Among them, the voting situation of small and medium investors is: 31598761 shares are agreed, accounting for 99.6669% of the shares held by small and medium shareholders attending the meeting; 105420 shares are opposed, accounting for 0.3325% of the shares held by the minority shareholders attending the meeting; and 200 shares are abstained, accounting for 0.0006% of the shares held by the minority shareholders attending the meeting.
Voting result: pass.
(twelve) deliberation and adoption of the motion to amend some provisions of the articles of association.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Voting result: pass.
(thirteen) deliberation and adoption of the motion to amend some provisions of the rules of procedure of the general meeting of shareholders.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Voting result: pass.
(fourteen) deliberation and adoption of the motion to amend some provisions of the rules of procedure of the board of directors.
Voting situation: agreed 724838713 shares, accounting for 99.9856% of all shares held by all shareholders attending the meeting; opposed 103920 shares, accounting for 0.0143% of the shares held by all shareholders attending the meeting; abstaining 200 shares, accounting for 0% of the shares held by all shareholders attending the meeting.
Voting result: pass.
(fifteen) consideration and adoption of the motion on terminating the comprehensive textile and clothing project in Xinjiang.
Voting situation: agreed 724872913 shares, accounting for 99.9904% of all shares held by all shareholders attending the meeting; opposed 38920 shares, accounting for 0.0054% of the shares held by all shareholders attending the meeting; abstaining 31000 shares, accounting for 0.0043% of the shares held by all shareholders attending the meeting.
Voting result: pass.
Four. Legal advice from lawyers
Ren Hao, a lawyer office of Beijing Tianyuan law company, witnessed and issued legal advice to the meeting. He held that the convening and convening procedures of the company's shareholders' meeting were in conformity with the provisions of laws, administrative regulations, the rules of shareholders' meeting of listed companies and the articles of association. The voting procedures and voting results of this general meeting are valid and effective.
Five. Reference documents
1. Resolution of shareholders' meeting;
2. Lawyers' legal opinions on the general meeting of shareholders.
Notice hereby.
Shijiazhuang Changshan North Ming Polytron Technologies Inc board of directors
May 20, 2020
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