Securities code: 000993 securities abbreviation: Fujian Mindong Electric Power Limited Company(000993) Announcement No.: 2022 pro-08
Fujian Mindong Electric Power Limited Company(000993)
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 notice of this meeting has been published in securities times, China Securities News, securities daily and cninfo.com on January 27, 2022( http://www.cn.info.com.cn. )(Announcement No.: 2022 pro-07).
2. There was no veto during the shareholders’ meeting.
3. This general meeting of shareholders does not involve any change in the resolution of the previous general meeting of shareholders.
4. The general meeting of shareholders is held by combining on-site voting and online voting.
1、 Convening and attendance of the meeting
(I) convening of the meeting
1. Name of the meeting: Fujian Mindong Electric Power Limited Company(000993) the first extraordinary general meeting of shareholders in 2022
2. On site meeting time: 14:30 pm on Wednesday, February 16, 2022
3. Online voting time: the company also provides Shenzhen stock exchange trading system and Internet voting system for shareholders to vote online.
The specific time for online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on February 16, 2022;
The specific time of voting through the Internet voting system is any time from 9:15 to 15:00 on February 16, 2022.
4. Venue of the on-site meeting: conference room, floor 3, building 1, Dongsheng Taili Park, No. 68, Jiaocheng South Road, Jiaocheng District, Ningde City, Fujian Province
5. Holding method: combination of on-site voting and online voting
6. Convener: Board of directors
7. Moderator: Mr. Guo Jiaxiang, chairman
8. The meeting was held in accordance with the relevant provisions of the company law, the stock listing rules and the articles of association.
(II) attendance at the meeting
1. Attendance of shareholders and their agents:
General attendance of shareholders:
There were 11 shareholders voting on site and online, representing 269719155 shares, accounting for 58.8969% of the total shares of the listed company. Among them, there are 2 shareholders voting on site, representing 269682955 shares, accounting for 58.8890% of the total shares of the listed company. Nine shareholders voted online, representing 36200 shares, accounting for 0.0079% of the total shares of the listed company.
Overall attendance of minority shareholders:
There are 9 minority shareholders voting on site and online, representing 36200 shares, accounting for 0.0079% of the total shares of the listed company. Among them, there are 0 minority shareholders voting on site, representing 0 shares, accounting for 0.0000% of the total shares of the listed company. There are 9 minority shareholders voting online, representing 36200 shares, accounting for 0.0079% of the total shares of the listed company.
2. The company’s directors, supervisors and Secretary of the board of directors attended the meeting, and the company’s senior managers attended the meeting as nonvoting delegates.
3. Sun Wenfeng and LAN Tianwei, lawyers of Beijing Guantao Zhongmao (Fuzhou) law firm, witnessed the shareholders’ meeting and issued legal opinions.
2、 Consideration of proposals
In this meeting, the following proposals were considered by a combination of on-site open voting and online voting:
1. Deliberating the proposal on using idle self owned funds for cash management;
Total voting:
269709555 shares were approved, accounting for 99.9964% of the shares held by all shareholders attending the meeting; 9400 opposed shares, accounting for 0.0035% of the shares held by all shareholders attending the meeting; Abstain 200 shares (including 0 shares by default due to non voting), accounting for 0.0001% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
26600 shares were approved, accounting for 73.4807% of the shares held by minority shareholders attending the meeting; Against 9400 shares, accounting for 25.9669% of the shares held by minority shareholders attending the meeting; Abstained 200 shares (including 0 shares by default due to non voting), accounting for 0.5525% of the shares held by minority shareholders attending the meeting.
Voting result: the proposal was passed.
2. Deliberating the proposal on electing directors of the 8th board of directors of the company;
In accordance with the provisions of the articles of association, the cumulative voting system is adopted to elect directors. The total number of voting rights held by shareholders attending the general meeting of shareholders is 1618314930 shares, and the minimum number of voting rights required for the election of directors is 134859578 shares.
2.1 proposal to elect Mr. Guo Jiaxiang as a director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682955. Total voting of minority shareholders accounting for 99.9866% of the shares held by all shareholders attending the meeting:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Guo Jiaxiang was elected as a director of the 8th board of directors of the company.
2.2 proposal to elect Mr. Xu Guangting as a director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682957. Accounting for 99.9866% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
Number of shares agreed: 2. It accounted for 0.0055% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Xu Guangting was elected as a director of the 8th board of directors of the company.
2.3 proposal on electing Mr. Ye Hong as a director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682955. Accounting for 99.9866% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Ye Hong was elected as a director of the 8th board of directors of the company.
2.4 proposal on electing Ms. Chen Lifang as a director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682956. Accounting for 99.9866% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
Number of shares agreed: 1 share. It accounted for 0.0028% of the shares held by minority shareholders attending the meeting.
Voting result: Ms. Chen Lifang was elected as a director of the 8th board of directors of the company.
2.5 proposal to elect Mr. Chen Qiang as a director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682955. Accounting for 99.9866% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Chen Qiang was elected as a director of the 8th board of directors of the company.
2.6 proposal to elect Mr. Wang Hui as a director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682955. Accounting for 99.9866% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Wang Hui was elected as a director of the 8th board of directors of the company.
3. Deliberating the proposal on the election of independent directors of the eighth board of directors of the company;
In accordance with the provisions of the articles of association, the cumulative voting system is adopted to elect independent directors. The total number of voting rights held by shareholders attending the general meeting of shareholders is 809157465 shares, and the minimum number of voting rights required for the election of independent directors is 134859578 shares.
3.1 proposal on electing Mr. Liu Ning as an independent director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682955. Accounting for 99.9866% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Liu Ning was elected as an independent director of the 8th board of directors of the company.
3.2 proposal on electing Mr. Zheng Shouguang as an independent director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682955. Accounting for 99.9866% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Zheng Shouguang was elected as an independent director of the 8th board of directors of the company.
3.3 proposal to elect Mr. Wen buying as an independent director of the eighth board of directors of the company;
Total voting:
Number of shares agreed: 269682955. Accounting for 99.9866% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Wen buying was elected as an independent director of the 8th board of directors of the company.
According to the voting results, the shareholders’ meeting of the company agreed that the eighth board of directors of the company should be composed of Mr. Guo Jiaxiang, Mr. Xu Guangting, Mr. Ye Hong, Ms. Chen Lifang, Mr. Chen Qiang and Mr. Wang Hui, and independent directors Mr. Liu Ning, Mr. Zheng Shouguang and Mr. Wen buying. The total number of directors who concurrently serve as senior managers of the company and staff representatives in the board of directors does not exceed half of the total number of directors of the company
Mr. Wang Fangkun and Ms. Huang Shan, the directors of the seventh board of directors of the company, will no longer serve as directors of the company, and Mr. Hu Jianhua will no longer serve as independent directors of the company. The company expresses its heartfelt thanks to Mr. Wang Fangkun, Ms. Huang Shan and Mr. Hu Jianhua for their contributions to the company during their tenure as directors (independent directors) of the seventh board of directors of the company! 4. Deliberating the proposal on the election of supervisors of the eighth board of supervisors of the company;
In accordance with the provisions of the articles of association, the cumulative voting system is adopted to elect supervisors. The total number of voting rights held by shareholders attending the general meeting of shareholders is 809157465 shares, and the minimum number of voting rights required for the election of supervisors is 134859578 shares.
4.1 proposal on electing Mr. Huang Zurong as a supervisor of the eighth board of supervisors of the company;
Total voting:
Number of shares agreed: 269682955. Accounting for 99.9866% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Huang Zurong was elected as the supervisor of the 8th board of supervisors of the company.
4.2 proposal on electing Ms. Zhang Na as a supervisor of the eighth board of supervisors of the company;
Total voting:
Number of shares agreed: 269682957. Accounting for 99.9866% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
Number of shares agreed: 2. It accounted for 0.0055% of the shares held by minority shareholders attending the meeting.
Voting result: Ms. Zhang Na was elected as the supervisor of the 8th board of supervisors of the company.
4.3 proposal on electing Mr. Zheng Xifu as the supervisor of the eighth board of supervisors of the company;
Total voting:
Number of shares agreed: 269682955. Accounting for 99.9866% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
Number of shares agreed: 0. Accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: Mr. Zheng Xifu was elected as the supervisor of the 8th board of supervisors of the company.
According to the provisions of the company law and the articles of association and the voting results of this general meeting of shareholders, the general meeting of shareholders of the company agreed that three supervisors, including Mr. Huang Zurong, Ms. Zhang Na and Mr. Zheng Xifu, and two employee supervisors, Ms. Wen Qiaorong and Ms. Chu Dongqian, democratically elected by the trade union committee of the company, should form the eighth board of supervisors of the company. (see the attachment for the resume of Ms. Wen Qiaorong and Ms. Chu Dongqian, the employee supervisors)
Mr. Chen Zongzhong and Mr. Chen Wu, supervisors of the seventh board of supervisors of the company, no longer serve as supervisors. The company expresses heartfelt thanks to Mr. Chen Zongzhong and Mr. Chen Wu for their contributions to the development of the company during their tenure!
3、 Legal opinions issued by lawyers
1. Name of law firm: Beijing Guantao Zhongmao (Fuzhou) law firm
2. Name of Lawyer: Sun Wenfeng, LAN Tianwei
3. Concluding observations:
The lawyers of the firm believe that the convening and convening procedures, convener qualifications, meeting attendees qualifications, meeting voting procedures and voting results of the first extraordinary general meeting of shareholders of the company in 2022 are in line with the company law and the general meeting of shareholders of listed companies