Securities code: 002107 securities abbreviation: Shandong Wohua Pharmaceutical Co.Ltd(002107) Announcement No.: 2022-019
Shandong Wohua Pharmaceutical Co.Ltd(002107)
Announcement of resolutions of the 2021 annual general meeting of shareholders
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:
(I) there is no increase, rejection or modification of the proposal at this shareholders’ meeting.
(II) this general meeting of shareholders does not involve the change of the resolution of the previous general meeting of shareholders.
1、 Convening and attendance of the meeting
(I) convening of the meeting
1. Convener of the meeting: the board of directors of the company;
2. Meeting method: the voting method adopted in this shareholders’ meeting is the combination of on-site voting and online voting;
3. Date and time of the meeting:
(1) On site meeting: 14:00, Thursday, February 10, 2022
(2) Online voting: the specific time of 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 February 10, 2022; The specific time for online voting through the Internet voting system of Shenzhen stock exchange is
Any time from 9:15 on February 10, 2022 to 15:00 on February 10, 2022.
4. Venue of the on-site meeting: meeting room of the company, No. 3517 Liyuan street, Weifang High tech Industrial Development Zone, Shandong Province;
5. Host of the on-site meeting: Ms. Zhao Caixia, vice chairman;
6. The convening, convening and voting procedures of the meeting comply with the provisions of laws, regulations and normative documents such as the company law, the rules for the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange and the articles of association.
(II) attendance at the meeting
A total of 25 shareholders and shareholders’ agents attended the general meeting, and the total number of voting shares held was 311059106 shares, accounting for 53.8901% of the total shares of the company.
Among them, 7 shareholders and shareholders’ agents attended the on-site meeting of the general meeting of shareholders, and the total number of voting shares held was 310283066, accounting for 53.7557% of the total shares of the company.
A total of 18 shareholders attended the shareholders’ meeting through online voting, and the total number of voting shares held was 776040 shares, accounting for 0.1344% of the total shares of the company.
A total of 20 small and medium-sized investors participated in the voting (referring to shareholders other than those who individually or jointly hold more than 5% of the shares of the listed company and directors, supervisors and senior managers of the listed company), with a total of 4241815 voting shares, accounting for 0.7349% of the total shares of the company.
The directors, supervisors and senior management personnel of the company attended the meeting as nonvoting delegates.
2、 Consideration and voting of proposals
The general meeting of shareholders considered and adopted the following proposals one by one by combining on-site open voting and online voting:
(I) deliberated and adopted the work report of the board of directors in 2021
Content of the resolution: agree to the work report of the board of directors of the company in 2021.
Voting results: 310592906 shares agreed, accounting for 99.8501% of the voting shares held by shareholders and shareholder agents attending the general meeting of shareholders; 466200 dissenting shares, accounting for 0.1499% of the voting shares held by shareholders and shareholders’ agents attending the general meeting of shareholders; 0 shares abstained, accounting for 0% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
(II) reviewed and approved the work report of the board of supervisors in 2021
Content of the resolution: agree to the work report of the board of supervisors of the company in 2021.
Voting results: 310588006 shares agreed, accounting for 99.8486% of the voting shares held by shareholders and shareholder agents attending the general meeting of shareholders; 471100 shares opposed, accounting for 0.1515% of the voting shares held by shareholders and shareholders’ agents attending the general meeting of shareholders; 0 shares abstained, accounting for 0% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
(III) reviewed and approved the company’s 2021 annual financial statement report
Content of the resolution: agree to the company’s 2021 annual financial statement report.
Voting results: 310592906 shares agreed, accounting for 99.8501% of the voting shares held by shareholders and shareholder agents attending the general meeting of shareholders; 466200 dissenting shares, accounting for 0.1499% of the voting shares held by shareholders and shareholders’ agents attending the general meeting of shareholders; 0 shares abstained, accounting for 0% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
(IV) the company’s 2021 profit distribution plan was reviewed and approved
Content of the resolution: agree to the 2021 profit distribution plan of the company.
Voting results: 310458906 shares agreed, accounting for 99.8070% of the voting shares held by shareholders and shareholder agents attending the general meeting of shareholders; 482200 shares opposed, accounting for 0.1550% of the voting shares held by shareholders and shareholders’ agents attending the general meeting of shareholders; 118000 shares abstained, accounting for 0.0379% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3641615 shares agreed, accounting for 85.8504% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders; 482200 shares opposed, accounting for 11.3678% of the voting shares held by small and medium-sized investors attending the shareholders’ meeting; 118000 shares abstained, accounting for 2.7818% of the voting shares held by small and medium-sized investors attending the general meeting.
(V) the company’s 2021 annual report and its summary were reviewed and adopted
Content of the resolution: agree to the 2021 annual report of the company and its summary.
Voting results: 310592906 shares agreed, accounting for 99.8501% of the voting shares held by shareholders and shareholder agents attending the general meeting of shareholders; 466200 dissenting shares, accounting for 0.1499% of the voting shares held by shareholders and shareholders’ agents attending the general meeting of shareholders; 0 shares abstained, accounting for 0% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
(VI) the proposal on renewing the appointment of accounting firms was deliberated and adopted
Resolution content: it is agreed to continue to employ YONGTUO Certified Public Accountants (special general partnership) as the company’s financial audit institution and internal control audit institution in 2022.
Voting results: 310592906 shares agreed, accounting for 99.8501% of the voting shares held by shareholders and shareholder agents attending the general meeting of shareholders; 466200 dissenting shares, accounting for 0.1499% of the voting shares held by shareholders and shareholders’ agents attending the general meeting of shareholders; 0 shares abstained, accounting for 0% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3775615 shares agreed, accounting for 89.0094% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders; 466200 shares opposed, accounting for 10.9906% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders; 0 shares abstained, accounting for 0% of the voting shares held by small and medium-sized investors attending the shareholders’ meeting.
(VII) the proposal on extending loans to holding subsidiaries was deliberated and adopted
Resolution content: agree to extend the loan of 150 million yuan to Liaoning wohua Kangchen Pharmaceutical Co., Ltd., the holding subsidiary of the company. The source of funds is the company’s own funds. The loaned funds are mainly used for the needs of the intelligent production technology transformation project of Liaoning wohua Kangchen Pharmaceutical Co., Ltd. to alleviate its capital pressure. The loan interest is charged at the annual interest rate of 7.3%, the principal is repaid at maturity and the interest is paid quarterly.
Affiliated shareholders Beijing CSI Wanrong Investment Group Co., Ltd. (holding 290146363 shares) and Ms. Zhao Caixia (holding 55680 shares) avoided voting.
Voting results: 20380863 shares agreed, accounting for 97.7168% of the voting shares held by shareholders and shareholder agents attending the general meeting of shareholders; 476200 shares opposed, accounting for 2.2832% of the voting shares held by shareholders and shareholders’ agents attending the general meeting of shareholders; 0 shares abstained, accounting for 0% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3765615 shares agreed, accounting for 88.7737% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders; 476200 shares opposed, accounting for 11.2263% of the voting shares held by small and medium-sized investors attending the shareholders’ meeting; 0 shares abstained, accounting for 0% of the voting shares held by small and medium-sized investors attending the shareholders’ meeting.
(VIII) the proposal on the election of non independent directors of the seventh board of directors of the company was considered and adopted by cumulative voting
Content of the resolution: it is agreed to elect Mr. Zhao Bingxian, Ms. Zhao Caixia, Mr. Zhang Ge, Mr. Li Shengting, Mr. Chen Yong and Ms. Cui Yongmei as non independent directors of the seventh board of directors of the company, with a term of office of three years from the date of adoption of this general meeting of shareholders. The voting details are as follows:
1. Elect Mr. Zhao Bingxian, the candidate for non independent director of the seventh board of directors, as the non independent director of the seventh board of directors of the company
Voting results: 310298280 shares agreed, accounting for 99.7554% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3480989 shares agreed, accounting for 82.0637% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders.
2. Elect Ms. Zhao Caixia, a candidate for non independent directors of the seventh board of directors, as a non independent director of the seventh board of directors of the company
Voting results: 310415977 shares agreed, accounting for 99.7932% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3598686 shares agreed, accounting for 84.8384% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders.
3. Elect Mr. Zhang Ge, the candidate for non independent director of the seventh board of directors, as the non independent director of the seventh board of directors of the company
Voting results: 310416033 shares agreed, accounting for 99.7933% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3598742 shares agreed, accounting for 84.8397% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders.
4. Elect Mr. Li Shengting, the candidate for non independent director of the seventh board of directors, as the non independent director of the seventh board of directors of the company
Voting results: 310415974 shares agreed, accounting for 99.7932% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3598683 shares agreed, accounting for 84.8383% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders.
5. Elect Mr. Chen Yong, the candidate for non independent director of the seventh board of directors, as the non independent director of the seventh board of directors of the company
Voting results: 310415974 shares agreed, accounting for 99.7932% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3598683 shares agreed, accounting for 84.8383% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders.
6. Ms. Cui Yongmei is a non independent candidate of the 7th board of directors of the company
Voting results: 310415977 shares agreed, accounting for 99.7932% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting situation of small and medium-sized investors: 3598686 shares agreed, accounting for 84.8384% of the voting shares held by small and medium-sized investors attending the general meeting of shareholders.
(IX) the proposal on the election of independent directors of the seventh board of directors of the company was deliberated and adopted by cumulative voting
Content of the resolution: it is agreed to elect Mr. Li Junde, Ms. Gao Mingqin and Mr. Yu Junli as independent directors of the seventh board of directors of the company, with a term of office of three years, counting from the date of adoption of this general meeting of shareholders. The voting details are as follows:
1. Elect Mr. Li Junde, the candidate for independent director of the seventh board of directors, as the independent director of the seventh board of directors of the company
Voting results: 310313974 shares agreed, accounting for 99.7605% of the voting shares held by shareholders and shareholders’ agents attending the general meeting.
Among them, the voting of small and medium-sized investors: 3,
