Securities code: 000933 securities abbreviation: Henan Shenhuo Coal&Power Co.Ltd(000933) Announcement No.: 2022-007 Henan Shenhuo Coal&Power Co.Ltd(000933)
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. The shareholders’ meeting did not add, modify or veto proposals.
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
1. Meetings held
(1) The on-site meeting will be held at 14:50 on Friday, February 11, 2022. The online voting time is: 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 11, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on February 11, 2022.
(2) Venue: conference room, 4th floor, Guangming Road company, Dongcheng District, Yongcheng City, Henan Province
(3) Holding method: combination of on-site voting and online voting
(4) Convener: Board of directors
(5) Moderator: Mr. Li Hongwei, chairman
The convening procedures of this general meeting of shareholders comply with the provisions of relevant laws, administrative regulations, departmental articles of association, normative documents and the articles of association of the company.
2. Attendance at the meeting
(1) Overall attendance at the meeting
A total of 74 shareholders and shareholders’ agents attended the meeting, holding or representing 803688877 shares of the company, accounting for 35.7038% of the total voting shares of the company.
(2) Shareholders attending on-site meetings and voting through the Internet
Four shareholders and their proxies attended the shareholders’ meeting on site, representing 544373594 shares, accounting for 24.1838% of the total voting shares of the company; 70 shareholders and shareholder agents voted online, representing 259315283 shares, accounting for 11.5201% of the total voting shares of the company.
3. Attendance of other personnel
Some directors, supervisors, senior managers of the company and relevant personnel of intermediary institutions such as Henan Asia Pacific Law Firm attended the meeting.
2、 Deliberation and voting of proposals
The shareholders’ meeting considered and voted on the following two proposals by combining on-site voting and online voting. The specific voting results of each proposal are as follows:
(I) proposal on providing loan guarantee to Guangxi Longzhou Xinxiang ecological Aluminum Co., Ltd. according to the shareholding ratio
Project agreed against waiver
Number of on-site voting shares (shares) 544373594 0
Number of online voting shares (shares) 258633945 681338 0
Total 803007539 681338 0
Proportion in the total number of voting shares attending the meeting (%) 99.9152 0.0848 0.0000
Among them, the voting of minority shareholders attending the meeting (other than directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company) is as follows:
Project agreed against waiver
Number of shares attended (shares) 258778892 681338 0
Accounting for 99.7374 0.2626 0.0000 of the effective voting rights held by minority shareholders attending the meeting
Total number of shares (%)
This proposal is a special proposal. The number of shares approved by voting exceeds two-thirds of the total number of voting shares at the shareholders’ meeting, so it has been adopted by the shareholders’ meeting.
(II) proposal on absorbing and merging wholly-owned subsidiaries
1. Proposal on absorbing and merging Xinjiang Shenhuo Resources Investment Co., Ltd., a wholly-owned subsidiary
Project agreed against waiver
Number of on-site voting shares (shares) 544373594 0
Number of online voting shares (shares) 259306883 8400
Total 803680477 8400 0
Proportion in the total number of voting shares attending the meeting (%) 99.9990 0.0010 0 0.0000
Among them, the voting of minority shareholders attending the meeting (other than directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company) is as follows:
Project agreed against waiver
Number of shares attended (shares) 259451830 8400
Accounting for 99.9968 0.0032 0.0000 of the effective voting rights held by minority shareholders attending the meeting
Total number of shares (%)
This proposal is a special proposal. The number of shares approved by voting exceeds two-thirds of the total number of voting shares at the shareholders’ meeting, so it has been adopted by the shareholders’ meeting.
2. Proposal on absorbing and merging the wholly-owned subsidiary Xuchang Shenhuo Mining Group Co., Ltd
Project agreed against waiver
Number of on-site voting shares (shares) 544373594 0
Number of online voting shares (shares) 259306883 8400
Total 803680477 8400 0
Proportion in the total number of voting shares attending the meeting (%) 99.9990 0.0010 0 0.0000
Among them, the voting of minority shareholders attending the meeting (other than directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company) is as follows:
Project agreed against waiver
Number of shares attended (shares) 259451830 8400
Accounting for 99.9968 0.0032 0.0000 of the effective voting rights held by minority shareholders attending the meeting
Total number of shares (%)
This proposal is a special proposal. The number of shares approved by voting exceeds two-thirds of the total number of voting shares at the shareholders’ meeting, so it has been adopted by the shareholders’ meeting.
3. Proposal on absorbing and merging Zhengzhou Shenhuo Mining Investment Co., Ltd., a wholly-owned subsidiary
Project agreed against waiver
Number of on-site voting shares (shares) 544373594 0
Number of online voting shares (shares) 259306883 8400
Total 803680477 8400 0
Proportion in the total number of voting shares attending the meeting (%) 99.9990 0.0010 0 0.0000
Among them, the voting of minority shareholders attending the meeting (other than directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company) is as follows:
Project agreed against waiver
Number of shares attended (shares) 259451830 8400
Accounting for 99.9968 0.0032 0.0000 of the effective voting rights held by minority shareholders attending the meeting
Total number of shares (%)
This proposal is a special proposal. The number of shares approved by voting exceeds two-thirds of the total number of voting shares at the shareholders’ meeting, so it has been adopted by the shareholders’ meeting.
3、 Legal opinions issued by lawyers
1. Name of law firm: Henan Asia Pacific Law Firm
2. Name of Lawyer: Lu Honggui, Yang Xuelin
3. Voting procedures and methods: the company’s general meeting of shareholders adopts two voting methods: on-site open voting and online voting. The voting procedures and methods comply with the relevant provisions of the company law and the articles of association, and the voting results are legal and valid.
4. Conclusion: the convening and convening procedures of the company’s first extraordinary general meeting in 2022 are legal, the qualifications of the convener and the shareholders or agents attending the general meeting, the voting procedures and voting results of the general meeting are legal and effective, and comply with the provisions of relevant laws, regulations, rules and the articles of association.
4、 Documents for future reference
1. Resolutions of the general meeting of shareholders signed and confirmed by the attending directors and recorders and stamped with the seal of the board of directors;
2. Legal opinion and its signature page.
Henan Shenhuo Coal&Power Co.Ltd(000933) board of directors February 12, 2022
