Securities code: 000922 stock abbreviation: Harbin Electric Corporation Jiamusi Electric Machine Co.Ltd(000922) No.: 2022-017 Harbin Electric Corporation Jiamusi Electric Machine Co.Ltd(000922)
Announcement of the resolution of the first extraordinary general meeting of shareholders in 2022
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. There is no case of no resolution at this shareholders’ meeting.
2. This general meeting of shareholders does not involve changing the resolutions adopted by previous general meetings of shareholders.
1、 Convening and attendance of the meeting
(I) convening of the meeting
1. Meeting time
On site meeting time: 14:30, January 27, 2022.
Time for online voting: January 27, 2022
The time for online voting through the trading system of Shenzhen stock exchange is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on January 27, 2022;
Any time from 9:15 on January 27, 2022 to 15:00 on January 27, 2022 through the Internet voting system of Shenzhen Stock Exchange.
2. Equity registration date
As of January 20, 2022, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd.
3. Meeting place: conference room 527, building 1, No. 247, Chang’an Road, Qianjin District, Jiamusi City, Heilongjiang Province
4. Convening method: the shareholders’ meeting adopts the combination of on-site voting and online voting
5. Convener: Board of directors
6. Moderator: Mr. Liu Qingyong, chairman
7. The convening, convening procedures, qualification of attendees and voting procedures of this general meeting of shareholders comply with the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange, the articles of association and other relevant provisions.
(II) attendance at the meeting
1. Overall voting
A total of 19 shareholders and shareholder representatives attended the general meeting, representing 246682369 shares, accounting for 41.1678% of the total shares of the company. Among them, there are 3 shareholders and shareholder representatives attending the on-site meeting, with 244227889 representative shares, accounting for 40.7582% of the total shares of the company; A total of 16 shareholders and shareholder representatives voted online, representing 2454480 shares, accounting for 0.4096% of the total shares of the company.
A total of 17 minority shareholders (except directors, supervisors, senior executives and shareholders who individually or jointly hold more than 5% of the company’s shares) participated in the voting, holding 27455980 shares, accounting for 4.5820% of the total shares of the company. Among them, there is one minority shareholder voting on site, representing 25001500 shares, accounting for 4.1724% of the total shares of the company; 16 minority shareholders voted online, representing 2454480 shares, accounting for 0.4096% of the total shares of the company.
2. Attendance or non voting of directors, supervisors, senior executives and lawyers
Some directors, supervisors and senior managers of the company attended the meeting, and the lawyer of Beijing Tongshang law firm hired by the company witnessed the meeting.
2、 Deliberation and voting of proposals
(I) voting method: this meeting adopts a combination of on-site and online voting
(II) voting
1. Proposal on repurchase and cancellation of some restricted shares of the company’s 2019 restricted stock incentive plan
Total voting: 246546169 shares were approved, accounting for 99.9448% of the shares held by all shareholders attending the meeting; Against 135700 shares, accounting for 0.0550% of the shares held by all shareholders attending the meeting; Abstain 500 shares (including 0 shares by default due to non voting), accounting for 0.0002% of the shares held by all shareholders attending the meeting.
Among them, the voting of minority shareholders: 27319780 shares were approved, accounting for 99.5039% of the shares held by minority shareholders attending the meeting; Against 135700 shares, accounting for 0.4942% of the shares held by minority shareholders attending the meeting; Abstain 500 shares (including 0 shares by default due to non voting), accounting for 0.0018% of the shares held by minority shareholders attending the meeting.
Voting results: the proposal was approved by more than two-thirds of the total voting shares held by the shareholders attending the general meeting of shareholders and participating in the voting of the proposal, and the proposal was passed in accordance with the provisions of the articles of association.
2. Proposal on changing the registered capital of the company
Total voting: 246546169 shares were approved, accounting for 99.9448% of the shares held by all shareholders attending the meeting; Against 135700 shares, accounting for 0.0550% of the shares held by all shareholders attending the meeting; Abstain 500 shares (including 0 shares by default due to non voting), accounting for 0.0002% of the shares held by all shareholders attending the meeting.
Among them, the voting of minority shareholders: 27319780 shares were approved, accounting for 99.5039% of the shares held by minority shareholders attending the meeting; Against 135700 shares, accounting for 0.4942% of the shares held by minority shareholders attending the meeting; Abstain 500 shares (including 0 shares by default due to non voting), accounting for 0.0018% of the shares held by minority shareholders attending the meeting.
Voting results: the proposal was approved by more than two-thirds of the total voting shares held by the shareholders attending the general meeting of shareholders and participating in the voting of the proposal, and the proposal was passed in accordance with the provisions of the articles of association.
3. Proposal on Amending the articles of Association
Total voting: 246546169 shares were approved, accounting for 99.9448% of the shares held by all shareholders attending the meeting; Against 135700 shares, accounting for 0.0550% of the shares held by all shareholders attending the meeting; Abstain 500 shares (including 0 shares by default due to non voting), accounting for 0.0002% of the shares held by all shareholders attending the meeting.
Among them, the voting of minority shareholders: 27319780 shares were approved, accounting for 99.5039% of the shares held by minority shareholders attending the meeting; Against 135700 shares, accounting for 0.4942% of the shares held by minority shareholders attending the meeting; Abstain 500 shares (including 0 shares by default due to non voting), accounting for 0.0018% of the shares held by minority shareholders attending the meeting.
Voting results: the proposal was approved by more than two-thirds of the total voting shares held by the shareholders attending the general meeting of shareholders and participating in the voting of the proposal, and the proposal was passed in accordance with the provisions of the articles of association.
4. Proposal on resignation and addition of supervisors
Total voting: 246246909 shares were approved, accounting for 99.8235% of the shares held by all shareholders attending the meeting; Against 434960 shares, accounting for 0.1763% of the shares held by all shareholders attending the meeting; Abstain 500 shares (including 0 shares by default due to non voting), accounting for 0.0002% of the shares held by all shareholders attending the meeting.
Among them, the voting of minority shareholders: 27020520 shares were agreed, accounting for 98.4140% of the shares held by minority shareholders attending the meeting; Against 434960 shares, accounting for 1.5842% of the shares held by minority shareholders attending the meeting; Abstain 500 shares (including 0 shares by default due to non voting), accounting for 0.0018% of the shares held by minority shareholders attending the meeting.
Voting results: the proposal was approved by more than half of the total voting shares held by the shareholders attending and voting on the proposal. According to the articles of association, the proposal was passed, and Mr. Xiao Kun was elected as the shareholder representative supervisor of the eighth board of supervisors of the company.
5. Proposal on adding non independent directors to the 8th board of directors of the company
5.1 add Mr. Qu zhe as a non independent director of the 8th board of directors of the company
Total voting: 246206953 shares were approved, accounting for 99.8073% of the shares held by all shareholders attending the meeting. Among them, the voting of minority shareholders: 26980564 shares were approved, accounting for 98.2684% of the shares held by minority shareholders attending the meeting.
Voting results: the proposal was approved by more than half of the total voting shares held by the shareholders attending and voting on the proposal. According to the articles of association, the proposal was passed, and Mr. Qu zhe was elected as a non independent director of the eighth board of directors of the company.
5.2 add Mr. Liu Hancheng as a non independent director of the 8th board of directors of the company
Total voting: 246201653 shares were approved, accounting for 99.8051% of the shares held by all shareholders attending the meeting. Among them, the voting of minority shareholders: 26975264 shares were approved, accounting for 98.2491% of the shares held by minority shareholders attending the meeting.
Voting results: the proposal was approved by more than half of the total voting shares held by the shareholders attending and voting on the proposal. According to the articles of association, the proposal was passed, and Mr. Liu Hancheng was elected as a non independent director of the eighth board of directors of the company.
3、 Legal opinions issued by lawyers
(I) name of law firm: Beijing Tongshang law firm
(II) handling lawyers: Cheng Yiqun, Shi Qingxia
(III) concluding comments: the lawyer of Beijing Tongshang law firm believes that the convening and convening procedures of the general meeting of shareholders of the company comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting and other relevant laws, regulations, rules and normative documents as well as the articles of association, and the qualifications of the participants and conveners The voting procedures and results of the meeting are legal and effective.
5、 Documents for future reference
(I) resolutions of the company’s first extraordinary general meeting in 2022;
(II) legal opinion of Beijing Tongshang law firm on the first extraordinary general meeting of shareholders in Harbin Electric Corporation Jiamusi Electric Machine Co.Ltd(000922) 2022.
It is hereby announced.
Harbin Electric Corporation Jiamusi Electric Machine Co.Ltd(000922)
January 27, 2022
