Yunnan Energy New Material Co.Ltd(002812)
Announcement on the resolution of the second extraordinary general meeting of shareholders in 2022
The company and all directors guarantee that the contents of this announcement are true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. The shareholders’ meeting did not veto the proposal.
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
(I) convening of the meeting
1. Meeting time:
(1) On site meeting time: 14:00 p.m. on Monday, February 14, 2022.
(2) Online voting time: 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 Monday, February 14, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 09:15 a.m. to 15:00 p.m. on Monday, February 14, 2022.
2. Venue: conference room on the third floor of Yunnan Hongta Plastic Co., Ltd., No. 14, Xiushan Road, high tech Zone, Yuxi City, Yunnan Province.
3. Meeting mode: the combination of on-site voting and online voting
4. Convener: Board of directors
5. Moderator: Mr. Paul Xiaoming Lee, chairman of the company
6. Legality and compliance of the meeting: the convening of this shareholders’ meeting complies with the company law of the people’s Republic of China, the rules for the shareholders’ meeting of listed companies, the Listing Rules of Shenzhen Stock Exchange and other relevant laws, administrative regulations, departmental rules, normative documents and the relevant provisions of the Yunnan Energy New Material Co.Ltd(002812) articles of association.
(II) attendance at the meeting
1. The general meeting of shareholders adopts a combination of on-site voting and online voting. A total of 68 shareholders and authorized representatives of shareholders attended the general meeting of shareholders, with 535361723 shares represented, Accounting for 60.0975% of the total voting shares of the company (as of the equity registration date, the total share capital of the company is 892406900 shares, of which 1585437 shares are held in the company’s special repurchase account. According to the detailed rules for the implementation of share repurchase by listed companies of Shenzhen Stock Exchange According to the relevant provisions of the special account for repurchase of shares by listed companies, they do not enjoy the voting right of the general meeting of shareholders, so the total number of voting shares of the company is 890821463 shares), of which:
(1) Attendance of shareholders at the on-site meeting 31 shareholders and authorized representatives of shareholders attended the on-site meeting, representing 388473895 shares, accounting for 43.6085% of the total voting shares of the company.
(2) Online voting a total of 37 shareholders attended the meeting through online voting, representing 146887828 shares, accounting for 16.4890% of the total voting shares of the company.
A total of 64 small and medium-sized investors (excluding directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the company’s shares) participated in the voting of the general meeting of shareholders, representing 154311583 shares, accounting for 17.3224% of the total voting shares of the company.
2. Directors, supervisors and senior managers of the company attended the meeting as nonvoting delegates.
3. The witness lawyer appointed by Guohao law firm (Shanghai) attended the shareholders’ meeting and issued witness opinions.
2、 Deliberation and voting of proposals
According to the agenda of the meeting, the shareholders’ meeting considered and adopted the following proposals by combining on-site voting and online voting:
1. The proposal on daily connected transactions expected in 2022 was deliberated and adopted
Paul Xiaoming Lee, Li Xiaohua, Sherry Lee, Yuxi Heyi Investment Co., Ltd. and Yuxi Heli Investment Co., Ltd. avoided voting.
Voting results: 146125262 shares were approved, accounting for 99.8250% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders; Against 256035 shares, accounting for 0.1749% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders; 100 shares abstained (including 0 shares by default due to non voting), accounting for 0.0001% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders.
Among them, small and medium-sized investors agreed to 146125262 shares, accounting for 99.8250% of the total voting shares (including online voting) held by small and medium-sized investors attending the general meeting of shareholders; Against 256035 shares, accounting for 0.1749% of the total voting shares (including online voting) held by small and medium-sized investors attending the general meeting of shareholders; Abstain 100 shares (including 0 shares by default due to non voting), accounting for 0.0001% of the total voting rights held by small and medium-sized investors attending the general meeting of shareholders (including online voting).
This proposal is a special resolution, which has been adopted by more than 2 / 3 (including) of the total number of valid voting shares attending the general meeting of shareholders.
2. The proposal on the company’s 2022 stock option and restricted stock incentive plan (Draft) and its summary was reviewed and approved
Voting results: 533291637 shares were approved, accounting for 99.6133% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders; 2070086 opposed shares, accounting for 0.3867% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders.
Among them, small and medium-sized investors agreed to 152241497 shares, accounting for 98.6585% of the total voting shares (including online voting) held by small and medium-sized investors attending the general meeting of shareholders; 2070086 opposed shares, accounting for 1.3415% of the total voting shares (including online voting) held by small and medium-sized investors attending the general meeting of shareholders; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total voting rights held by small and medium-sized investors attending the general meeting of shareholders (including online voting).
This proposal is a special resolution, which has been adopted by more than 2 / 3 (including) of the total number of valid voting shares attending the general meeting of shareholders.
3. The proposal on formulating the management measures for the implementation and assessment of the company’s stock option and restricted stock incentive plan in 2022 was reviewed and approved
Voting results: 533291737 shares were approved, accounting for 99.6133% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders; 2069986 opposed shares, accounting for 0.3867% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders.
Among them, small and medium-sized investors agreed to 152241597 shares, accounting for 98.6586% of the total voting shares (including online voting) held by small and medium-sized investors attending the general meeting of shareholders; 2069986 opposed shares, accounting for 1.3414% of the total voting shares (including online voting) held by small and medium-sized investors attending the general meeting of shareholders; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total voting rights held by small and medium-sized investors attending the general meeting of shareholders (including online voting).
This proposal is a special resolution, which has been adopted by more than 2 / 3 (including) of the total number of valid voting shares attending the general meeting of shareholders.
4. The proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive was deliberated and adopted
Voting results: 533387440 shares were approved, accounting for 99.6312% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders; 1974283 opposed shares, accounting for 0.3688% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares (including online voting) attending the general meeting of shareholders.
Among them, small and medium-sized investors agreed to 152337300 shares, accounting for 98.7206% of the total voting shares (including online voting) held by small and medium-sized investors attending the general meeting of shareholders; 1974283 opposed shares, accounting for 1.2794% of the total voting shares (including online voting) held by small and medium-sized investors attending the general meeting of shareholders; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total voting rights held by small and medium-sized investors attending the general meeting of shareholders (including online voting).
This proposal is a special resolution, which has been adopted by more than 2 / 3 (including) of the total number of valid voting shares attending the general meeting of shareholders.
3、 Legal opinions issued by lawyers
The shareholders’ meeting was witnessed by lawyers he Jiahuan and Chen Xiaoxing of Guohao law firm (Shanghai) and issued a witness opinion. The witness opinion held that the convening and convening procedures of the company’s shareholders’ meeting, the qualifications of the personnel attending the shareholders’ meeting and the voting procedures of the shareholders’ meeting comply with the provisions of relevant laws, regulations and the Yunnan Energy New Material Co.Ltd(002812) articles of association, which are legal and effective. The relevant resolutions adopted at this shareholders’ meeting are legal and valid.
4、 Documents for future reference
1. Resolutions of the second extraordinary general meeting of shareholders of the company in 2022;
2. Legal opinion on Yunnan Energy New Material Co.Ltd(002812) the second extraordinary general meeting of shareholders in 2022 issued by Guohao law firm (Shanghai);
3. Legal opinion on Yunnan Energy New Material Co.Ltd(002812) independent directors’ public solicitation of entrusted voting rights issued by Guohao law firm (Shanghai).
It is hereby announced.
Yunnan Energy New Material Co.Ltd(002812) board of directors February 14, 2002
