Securities code: 300567 securities abbreviation: Wuhan Jingce Electronic Group Co.Ltd(300567) Announcement No.: 2022-025 Wuhan Jingce Electronic Group Co.Ltd(300567)
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 resolution at this shareholders’ meeting;
2. This general meeting of shareholders does not involve changing the resolution of the previous general meeting of shareholders.
1、 Convening and attendance of the meeting
1. Date and time of the meeting:
(1) On site meeting time: 14:00, February 11, 2022 (Friday);
(2) Online voting time: Friday, February 11, 2022.
Among them, the time for online voting through the trading system of Shenzhen stock exchange is the trading time on February 11, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on February 11, 2022.
2. Meeting mode: this meeting adopts the combination of on-site voting and online voting.
3. Venue of the meeting: conference room of the company, No. 22, liufangyuan South Road, East Lake New Technology Development Zone, Wuhan. 4. Convener of the meeting: the third board of directors of the company.
5. Moderator: Mr. Peng Qian, chairman.
6. The convening and convening procedures of this general meeting of shareholders comply with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
7. Attendance at the meeting
The total number of shares of the company at the shareholders’ meeting on the equity registration date was 278143967. There were 12 shareholders and authorized representatives of shareholders attending the shareholders’ meeting, with 116817674 representative shares, accounting for 41.9990% of the total number of shares of the company. Of which:
(1) There were 9 shareholders and authorized representatives of shareholders attending the shareholders’ meeting, with 108306269 representative shares, accounting for 38.9389% of the total shares of the company; There are 3 shareholders voting online, representing 8511405 shares, accounting for 3.0601% of the total shares of the company;
(2) There are 9 minority shareholders and shareholder agents who individually or jointly hold less than 5% of the company’s shares, representing 22066383 shares, accounting for 7.9334% of the total shares of the company.
(3) Some directors, supervisors, senior managers and witness lawyers of the company attended and attended the shareholders’ meeting as nonvoting delegates.
2、 Deliberation and voting of proposals
The shareholders’ meeting considered and passed the following proposals and formed resolutions by combining on-site written open voting and online voting:
(I) review the proposal on the prediction of the company’s daily operating related party transactions in 2022
(1) Total voting:
Agree to 18987400 shares, accounting for 100.0000% of the voting shares held by shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the voting shares held by shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares held by shareholders attending the meeting; Among them, the shareholders Mr. Peng Qian, Mr. Chen Kai and Wuhan Jingzhi Investment Center (limited partnership) avoided voting on this proposal, and the number of shares avoided voting was 97830274.
(2) Total voting of minority shareholders:
16877922 shares were approved, accounting for 100.0000% of the voting shares held by minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the voting shares held by minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares held by minority shareholders attending the meeting. The proposal on the prediction of the company’s daily operating related party transactions in 2022 was passed by more than 1 / 2 of the voting rights held by the shareholders attending the general meeting of shareholders, and the voting result was passed.
(II) review the proposal on adjusting the number of members of the board of directors and amending the articles of Association
1. Total voting:
116817674 shares were approved, accounting for 100.0000% of the voting shares held by shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the voting shares held by shareholders attending the meeting; Abstention of 0 shares (including default abstention of 0 shares due to non voting), accounting for 0.0000% of the voting shares held by shareholders attending the meeting.
2. Total voting of minority shareholders:
22066383 shares were approved, accounting for 100.0000% of the voting shares held by minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the voting shares held by minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares held by minority shareholders attending the meeting. The proposal on adjusting the number of members of the board of directors and amending the articles of association was adopted by more than 2 / 3 of the voting rights held by the shareholders attending the general meeting of shareholders, and the voting result was passed.
(III) review the proposal on Amending the rules of procedure of the company’s general meeting of shareholders
1. Total voting:
111181900 shares were approved, accounting for 95.1756% of the voting shares held by shareholders attending the meeting; Against 5635774 shares, accounting for 4.8244% of the voting shares held by shareholders attending the meeting; Abstention of 0 shares (including default abstention of 0 shares due to non voting), accounting for 0.0000% of the voting shares held by shareholders attending the meeting.
2. Total voting of minority shareholders:
16430609 shares were approved, accounting for 74.4599% of the voting shares held by minority shareholders attending the meeting; Against 5635774 shares, accounting for 25.5401% of the voting shares held by minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares held by minority shareholders attending the meeting.
The proposal on Amending the rules of procedure of the company’s general meeting of shareholders was adopted by more than 1 / 2 of the voting rights held by the shareholders attending the general meeting of shareholders, and the voting result was passed.
(IV) review the proposal on Amending the rules of procedure of the board of directors of the company
1. Total voting:
111181900 shares were approved, accounting for 95.1756% of the voting shares held by shareholders attending the meeting; Against 5635774 shares, accounting for 4.8244% of the voting shares held by shareholders attending the meeting; Abstention of 0 shares (including default abstention of 0 shares due to non voting), accounting for 0.0000% of the voting shares held by shareholders attending the meeting.
2. Total voting of minority shareholders:
16430609 shares were approved, accounting for 74.4599% of the voting shares held by minority shareholders attending the meeting; Against 5635774 shares, accounting for 25.5401% of the voting shares held by minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares held by minority shareholders attending the meeting.
The proposal on Amending the rules of procedure of the board of directors was adopted by more than 1 / 2 of the voting rights held by the shareholders attending the general meeting of shareholders, and the voting result was passed.
This proposal adopts the cumulative voting system to vote item by item. The specific voting results are as follows:
1. Elect Mr. Peng Qian as a non independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817275, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065984, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Mr. Peng Qian was elected as a non independent director of the Fourth Board of directors of the company.
2. Elect Mr. Chen Kai as a non independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817276, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065985, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Mr. Chen Kai was elected as a non independent director of the Fourth Board of directors of the company.
3. Elect Mr. Shen Yafei as a non independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817277, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065986, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Mr. Shen Yafei was elected as a non independent director of the Fourth Board of directors of the company.
4. Elect Mr. Liu ronghua as a non independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817280, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065989, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Mr. Liu ronghua was elected as a non independent director of the Fourth Board of directors of the company.
5. Elect Mr. Ma Jun as a non independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817279, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065988, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Mr. Ma Jun was elected as a non independent director of the Fourth Board of directors of the company.
6. Elect Mr. Sheng sun as a non independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817276, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065985, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Sheng sun was elected as a non independent director of the Fourth Board of directors of the company.
6、 Deliberating the proposal on the election of independent directors of the Fourth Board of directors
This proposal adopts the cumulative voting system to vote item by item. The specific voting results are as follows:
1. Ms. Ji Xiaoqin was elected as an independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817276, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065985, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Ms. Ji Xiaoqin was elected as an independent director of the Fourth Board of directors of the company.
2. Elect Mr. Lu Zaiping as an independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817277, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065986, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Mr. Lu Zaiping was elected as an independent director of the Fourth Board of directors of the company.
3. Elect Mr. Ma Chuangang as an independent director of the Fourth Board of directors
Voting results: the number of election votes obtained was 116817275, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065984, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Mr. Ma Chuangang was elected as an independent director of the Fourth Board of directors of the company.
(VII) review the proposal on the election of non employee representative supervisors of the Fourth Board of supervisors
This proposal adopts the cumulative voting system to vote item by item. The specific voting results are as follows:
1. Ms. Miao Dan was elected as the non employee representative supervisor of the Fourth Board of supervisors
Voting results: the number of election votes obtained was 116817275, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065984, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Ms. Miao Dan was elected as the non employee representative supervisor of the Fourth Board of supervisors of the company.
2. Lei Xinjun was elected as the non employee representative supervisor of the Fourth Board of supervisors
Voting results: the number of election votes obtained was 116817277, accounting for 99.9997% of the total number of valid voting shares held by all shareholders attending the meeting; Among them, the voting of small and medium-sized investors: the number of election votes obtained was 22065986, accounting for 99.9982% of the total voting shares held by small and medium-sized investors attending the general meeting of shareholders.
Mr. Lei Xinjun was elected as the non employee representative supervisor of the Fourth Board of supervisors of the company.
3、 Legal opinion issued by lawyer
Lawyer Wu Ding and lawyer Gan lini of Beijing Dacheng Law Firm came to the meeting to confirm the shareholders’ meeting and issued a legal opinion for the shareholders’ meeting. The legal opinion holds that the convening and convening procedures of the shareholders’ meeting comply with the provisions of the company law, the rules of the shareholders’ meeting and the articles of Association; The convener of the meeting is qualified to convene the general meeting of shareholders; The persons attending and attending the meeting as nonvoting delegates are legally qualified