Securities code: 002973 securities abbreviation: Qiaoyin City Management Co.Ltd(002973) Announcement No.: 2022-014 bond Code: 128138 bond abbreviation: Overseas Chinese bank convertible bond
Qiaoyin City Management Co.Ltd(002973)
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 shareholders’ meeting does not involve changing the resolutions adopted at previous shareholders’ meetings.
1、 Meetings held
1. Meeting time
On site meeting time: from 15:00 on February 16, 2022.
The online voting time is February 16, 2022. The online voting time through the trading system of Shenzhen stock exchange is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on February 16, 2022; 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 16, 2022.
2. On site meeting place: the company meeting room on the 10th floor of Offcn Education Technology Co.Ltd(002607) building, 371 Wushan Road, Tianhe District, Guangzhou.
3. Convening method of the meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting. 4. Convener of the meeting: the board of directors of the company
5. Moderator: Mr. Liu Shaoyun, chairman
6. The convening, convening and voting procedures of this meeting comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Attendance at the meeting
1. General attendance of shareholders:
There were 7 shareholders who voted on site and online, representing 302212778 shares, accounting for 73.9515% of the total shares of the listed company.
Among them, 5 shareholders voted on the spot, representing 302189078 shares, accounting for 73.9457% of the total shares of the listed company.
Two shareholders voted online, representing 23700 shares, accounting for 0.0058% of the total shares of the listed company.
2. General attendance of minority shareholders:
There are 3 minority shareholders voting on site and online, representing 23800 shares, accounting for 0.0058% of the total shares of the listed company.
Among them, there is one minority shareholder voting on site, representing 100 shares, accounting for 0.0000% of the total shares of the listed company.
There are 2 minority shareholders voting online, representing 23700 shares, accounting for 0.0058% of the total shares of the listed company.
3. Some directors, supervisors and Secretary of the board of directors of the company attended the meeting, some senior managers attended the meeting as nonvoting delegates, and lawyers of Beijing Zhonglun (Guangzhou) law firm witnessed the meeting.
3、 Deliberation and voting of proposals
The shareholders’ meeting adopted a combination of on-site voting and online voting to vote on the following proposals:
(I) the proposal on hiring audit institutions in 2021 was deliberated and adopted
Total voting:
Agree to 302212578 shares, accounting for 99.9999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders
23600 shares were approved, accounting for 99.1597% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 0.8403% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
(II) the proposal on the 2022 stock option incentive plan (Draft) and its summary was deliberated and adopted
The proposal is a special resolution, which has been deliberated and adopted by more than 2 / 3 of the total number of effective voting shares attending the general meeting of shareholders.
Total voting:
Agree to 302212578 shares, accounting for 99.9999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
23600 shares were approved, accounting for 99.1597% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 0.8403% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
(III) the proposal on the measures for the assessment and management of stock option incentive plan in 2022 was deliberated and passed. The proposal is a special resolution and has been deliberated and passed by more than 2 / 3 of the total number of effective voting shares attending the general meeting of shareholders.
Total voting:
Agree to 302212578 shares, accounting for 99.9999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
23600 shares were approved, accounting for 99.1597% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 0.8403% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
(IV) the proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the 2022 stock option incentive plan was deliberated and adopted
Total voting:
Agree to 302212578 shares, accounting for 99.9999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
23600 shares were approved, accounting for 99.1597% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 0.8403% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
4、 Legal opinions issued by lawyers
The shareholders’ meeting was witnessed by lawyer Jin Tao and lawyer Zhou haozhen appointed by Beijing Zhonglun (Guangzhou) law firm, and issued the legal opinion on the first extraordinary shareholders’ meeting in Qiaoyin City Management Co.Ltd(002973) 2022.
The lawyer believes that the convening and convening procedures, the qualifications of the participants, the qualifications of the convener, the voting procedures and voting results of the general meeting of shareholders of the company comply with the relevant provisions of the company law, the securities law and other laws, regulations, normative documents and the articles of association of the company, and the resolutions of the general meeting of shareholders are legal and effective.
5、 Documents for future reference
1. Qiaoyin City Management Co.Ltd(002973) resolution of the first extraordinary general meeting of shareholders in 2022.
2. Legal opinion of Beijing Zhonglun (Guangzhou) law firm on the first extraordinary general meeting of shareholders in Qiaoyin City Management Co.Ltd(002973) 2022.
It is hereby announced.
Qiaoyin City Management Co.Ltd(002973) board of directors
February 17, 2022
