Hangxiao Steel Structure Co.Ltd(600477)
six hundred thousand four hundred and seventy-seven
The first extraordinary general meeting of shareholders in 2022
Meeting materials
February, 2002
catalogue
Agenda of the first extraordinary general meeting of shareholders in 2022 Notes to the first extraordinary general meeting of shareholders in 2002 3. Description of voting method of the first extraordinary general meeting of shareholders in 2002 4 proposal 1: proposal on the company and its holding subsidiaries applying for credit from financial institutions 5 proposal 2: proposal on the prediction of financing guarantee of the company and its holding subsidiaries in 2022 seven
Agenda of the first extraordinary general meeting of shareholders in 2022
Meeting time: (1) on site meeting time: 14:30 on February 15, 2022 (Tuesday) (2) online voting time: the online voting system of Shanghai Stock Exchange is adopted, and the voting time through the trading system voting platform is the trading time period on the day of the shareholders’ meeting, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders. Venue of the on-site meeting: conference room, 5th floor, Ruifeng international business building, No. 258, Zhonghe Middle Road, Hangzhou convener of the meeting: Chairman of the board of directors of the company, Mr. Shan yinmu, attendees:
（1） After the closing of the stock market on the equity registration date (i.e. February 8, 2022), the shareholders of the company registered in Shanghai Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend and vote at the shareholders’ meeting in the form of notice of the extraordinary shareholders’ meeting; If a shareholder who meets the above conditions is unable to attend the meeting in person for some reason, he may entrust a proxy in writing to attend the meeting and vote (the proxy need not be a shareholder of the company).
（2） Directors, supervisors and senior managers of the company.
（3） Witness lawyer of this meeting.
（4） The staff of this meeting. Agenda of the meeting: 1. Shareholders and their representatives sign in and enter the venue; 2. The host announces the beginning of the meeting; 3. Read out the instructions to the shareholders’ meeting and the description of voting methods; 4. Announce the number of shareholders and their representatives attending the on-site meeting and the total number of voting shares held; 5. Read out the proposal
Non cumulative voting motion
No. proposal name
1. Proposal on the company and its holding subsidiaries applying for credit from financial institutions
2. Proposal on the prediction of financing guarantee of the company and its holding subsidiaries in 2022
6、 Elect vote counters and scrutineers 7. All shareholders review the above proposals and vote on them by open ballot 8. Vote counting and scrutinization
9、 Announce the voting results 10. Lawyers read out legal opinions 11. Directors attending the meeting signed the resolutions and minutes of the meeting 12. Closing of the meeting
Hangxiao Steel Structure Co.Ltd(600477) board of directors
Notes to the first extraordinary general meeting of shareholders in 2022, February 2022
In order to safeguard the legitimate rights and interests of the company’s shareholders, ensure the shareholders to exercise their rights according to law during the shareholders’ meeting and ensure the smooth convening of the meeting, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the rules of procedure for the shareholders’ meeting of listed companies and the articles of association, the following instructions for the meeting are hereby formulated, All personnel attending the general meeting of shareholders are requested to comply with it.
I All shareholders are requested to go through the procedures for attending the meeting in accordance with the time and registration method specified in the notice of the general meeting of shareholders (see Announcement No.: 2022-003 Hangxiao Steel Structure Co.Ltd(600477) published in China Securities Journal, Shanghai Securities News and the website of Shanghai Stock Exchange on January 29, 2022) Notice on convening the first extraordinary general meeting of shareholders in 2022), those with incomplete supporting documents or incomplete procedures are not allowed to attend the meeting. 2、 The general meeting of shareholders set up a meeting affairs group (the Secretary of the board of directors is the head of the meeting affairs group), which is responsible for the organization of the meeting and handling related matters.
3、 During the shareholders’ meeting, all participants shall consciously abide by the order of the venue to ensure the normal order and efficiency of the meeting. After entering the venue, please turn your mobile phone to silent or vibrating state. When attending the shareholders’ meeting, shareholders (or shareholders’ representatives) shall earnestly perform their legal obligations and shall not infringe upon the rights and interests of other shareholders or disturb the normal order of the meeting.
4、 Shareholders attending the general meeting of shareholders shall enjoy the right to speak, question and vote according to law. During the convening of the general meeting of shareholders, if the shareholders prepare to speak in advance, they shall first register with the meeting affairs group and fill in the registration form of speeches at the general meeting of shareholders; If a shareholder requests to speak or ask questions temporarily, he / she shall first make an oral application to the chairman of the meeting, and can speak or ask questions only with consent.
5、 When shareholders speak at the general meeting, they should focus on the proposals considered at the general meeting and be concise. In principle, each shareholder shall not speak more than 3 times and each time shall not exceed 5 minutes. When the shareholders’ meeting enters the voting procedure, shareholders shall not speak or ask questions again.
6、 The voting method of this general meeting of shareholders: on-site voting + online voting.
7、 In order to maintain the seriousness and normal order of this shareholders’ meeting and effectively safeguard the legitimate rights and interests of shareholders (or shareholders’ representatives) attending the meeting, the company has the right to refuse other people to enter the meeting place according to law, except shareholders (or shareholders’ representatives), directors, supervisors, senior managers, intermediaries hired by the company and personnel invited by the board of directors. 8、 In order to maintain the order of the venue, please do not make any noise in the venue. The staff of the meeting affairs group shall have the right to stop the acts that interfere with the normal order of the meeting, make trouble and infringe on the legitimate rights and interests of other shareholders, and report to the relevant departments in time for investigation and punishment.
Hangxiao Steel Structure Co.Ltd(600477) board of directors
Description of voting method of the first extraordinary general meeting of shareholders in 2022 in February, 2002
1、 The proposals considered at this shareholders’ meeting are:
Non cumulative voting motion
No. proposal name
1. Proposal on the company and its holding subsidiaries applying for credit from financial institutions
2. Proposal on the prediction of financing guarantee of the company and its holding subsidiaries in 2022
2、 The organization of the voting procedure of the general meeting of shareholders is the responsibility of the meeting affairs group.
3、 Before voting on the proposal at this shareholders’ meeting, two shareholders’ representatives shall be elected to participate in vote counting and monitoring. When voting on proposals, lawyers, shareholder representatives and supervisor representatives shall be jointly responsible for counting and supervising votes.
4、 Relevant provisions on voting
1. Shareholders and shareholders’ representatives who attend the shareholders’ meeting and have the right to vote shall clearly express their consent, objection or abstention to all proposals, and mark “√” in the corresponding column of voting votes, and only one of the three can be selected. The votes that are not filled in, wrongly filled in, illegible or not cast shall be deemed as the voters’ waiver of voting rights, and the voting results of the number of shares they hold shall be counted as “waiver”. Votes with multiple choices shall be treated as invalid votes and shall not be included in the total number of valid votes for this vote.
2. In order to ensure the validity of the voting results, shareholders and their representatives must fill in the shareholder information on the voting votes and sign at the “signature of shareholders (or shareholder representatives)”. Votes that are not fully filled in or signed by shareholders will be treated as invalid votes and will not be included in the total number of valid votes for this vote.
5、 A number of ballot boxes are set up at the general meeting of shareholders. Shareholders (or shareholders’ representatives) are requested to vote in turn according to the guidance of the staff of the conference affairs group.
6、 After the on-site voting, the scrutineer shall open the ballot box under the witness of the lawyer, and the vote counter shall count the votes. 7、 After the on-site voting results are counted, the scrutineer is responsible for checking the final voting results and signing on the statistical table, and the scrutineer’s representative will announce the voting results (including the results of on-site voting and online voting) at the meeting.
Hangxiao Steel Structure Co.Ltd(600477)
Board of directors
February, 2002
Proposal 1: proposal on the company and its holding subsidiaries applying for credit from financial institutions dear shareholders and shareholder representatives:
According to the agenda of the meeting, all shareholders and shareholder representatives are invited to review the proposal on the company and its holding subsidiaries applying for credit from financial institutions.
According to the needs of the company’s production and operation activities, in 2022, the company and its holding subsidiaries plan to apply to financial institutions for credit with a total amount of no more than RMB 5964 million by means of mortgage (collateral: plant, land, office building, equipment, construction in progress, accounts receivable, inventory, etc.), guarantee and credit.
The expected credit application is as follows:
1. Agree to Hangxiao Steel Structure Co.Ltd(600477) apply to financial institutions for an annual comprehensive credit line of no more than 3440 million yuan;
2. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Hebei) Construction Co., Ltd. applies to financial institutions for an annual comprehensive credit (exposure) limit of no more than 250 million yuan;
3. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Henan) Co., Ltd. shall apply to financial institutions for an annual comprehensive credit line of no more than 100 million yuan;
4. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Guangdong) Co., Ltd. shall apply to financial institutions for an annual comprehensive credit (exposure) limit of no more than 300 million yuan;
5. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Shandong) Co., Ltd. shall apply to financial institutions for an annual comprehensive credit line of no more than 120 million yuan;
6. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Jiangxi) Co., Ltd. applies to financial institutions for an annual comprehensive credit line of no more than 100 million yuan;
7. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Anhui) Co., Ltd. applies to financial institutions for an annual comprehensive credit line of no more than 100 million yuan;
8. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Inner Mongolia) Co., Ltd. applies to financial institutions for an annual comprehensive credit line of no more than 60 million yuan;
9. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Lankao) Co., Ltd. shall apply to financial institutions for an annual comprehensive credit line of no more than 120 million yuan;
10. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Yudu) Co., Ltd. applies to financial institutions for an annual comprehensive credit line of no more than 264 million yuan;
11. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Hainan) Co., Ltd. shall apply to financial institutions for an annual comprehensive credit line of no more than 150 million yuan;
12. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Lishui) Co., Ltd. shall apply to financial institutions for an annual comprehensive credit (exposure) limit of no more than 70 million yuan;
13. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Lu’an) Co., Ltd. shall apply to financial institutions for an annual comprehensive credit line of no more than 100 million yuan;
14. It is agreed that the holding subsidiary Hangxiao Steel Structure Co.Ltd(600477) (Zhejiang) Co., Ltd. applies to financial institutions for an annual comprehensive credit line of no more than 22 million yuan;
15. It is agreed that the holding subsidiary Wanjun Lvjian Technology Co., Ltd. applies to financial institutions for an annual comprehensive credit line of no more than 570 million yuan.
In order to facilitate the handling of relevant business, the general meeting of shareholders is requested to authorize the chairman of the company or his authorized representative to handle relevant procedures and sign relevant legal documents on behalf of the company within the total credit / financing line of the above company and holding subsidiaries, and can, according to the actual operation of each company, on the premise of not exceeding the total credit line of the above company and holding subsidiaries, The total credit line of each company shall be appropriately adjusted between the company and its holding subsidiaries. The credit line shall be valid from the date of adoption of the resolution of the general meeting of shareholders deliberating this proposal to the date of adoption of the resolution of the board of directors or the general meeting of shareholders deliberating the annual credit line in the next year. Within the scope of the total amount of the above planned credit, each company will sign a specific credit agreement single time or one by one according to the actual operation.
This proposal has been deliberated and adopted at the 38th meeting of the seventh board of directors of the company. It is hereby submitted to the general meeting of shareholders for deliberation.
Proposal 2: proposal on the prediction of financing guarantee of the company and its holding subsidiaries in 2022 dear shareholders and shareholder representatives:
According to the agenda of the meeting, all shareholders and shareholder representatives are invited to consider the proposal on the financing guarantee forecast of the company and its holding subsidiaries in 2022.
In 2022, at the request of some holding subsidiaries of the company, the company provided guarantee for the financing proposed by the holding subsidiaries due to the demand for production and operation funds, as follows:
Guaranteed amount guaranteed company
