Securities code: 000837 securities abbreviation: Qinchuan Machine Tool & Tool Group Share Co.Ltd(000837) Announcement No.: 2022-011 Qinchuan Machine Tool & Tool Group Share Co.Ltd(000837)
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 case of no resolution at this shareholders' meeting.
2. This general meeting of shareholders does not involve the change of the resolution of the previous general meeting of shareholders.
1、 Convening and attendance of the meeting
(I) meeting time:
1. On site meeting time: from 14:30 on Wednesday, February 16, 2022. 2. Online voting time: February 16, 2022.
Among them: 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 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.
(II) site meeting place: meeting room on the fifth floor of the company's office building, No. 22 jiangtan Road, Baoji City, Shaanxi Province.
(III) convening method of the meeting: the shareholders' meeting adopts the combination of on-site voting and online voting. The company provides online voting platform to shareholders of the company through the trading system of Shenzhen Stock Exchange and Internet voting system. Shareholders can exercise their voting rights through the above system during online voting time.
(IV) convener: the board of directors of the company
The eighth meeting of the eighth board of directors of the company was held.
(V) host of the on-site meeting: this general meeting of shareholders is presided over by the chairman, Mr. Yan Jianbo.
(VI) the convening, convening and voting procedures of the meeting comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange, the articles of association and other laws, regulations and normative documents.
(VII) attendance at the meeting
General attendance of shareholders:
There were 31 shareholders voting on site and online, representing 446893414 shares, accounting for 49.6896% of the total shares of the listed company.
Among them, 6 shareholders voted on the spot, representing 330725323 shares, accounting for 36.7730% of the total shares of the listed company.
25 shareholders voted online, representing 116168091 shares, accounting for 12.9166% of the total shares of the listed company.
Overall attendance of minority shareholders:
There were 25 minority shareholders who voted on site and online, representing 29098812 shares, accounting for 3.2355% of the total shares of the listed company.
Among them, one minority shareholder passed the on-site voting, representing 14127275 shares, accounting for 1.5708% of the total shares of the listed company.
24 minority shareholders voted online, representing 14971537 shares, accounting for 1.6647% of the total shares of the listed company.
The directors, supervisors and witness lawyers of the company attended the meeting, and the senior managers of the company attended the meeting as nonvoting delegates.
2、 Deliberation and voting of proposals
A total of three proposals were considered at this meeting, and the proposals were voted by the combination of on-site voting and online voting. The details are as follows:
Name of proposal voting opinions overall voting of minority shareholders voting results
Number of shares 29129412 29030412
agree
Proportion 99.7657% 99.7649%
Proposal 1.00 review on the estimated number of shares 68200
In 2022, the proportion of the proposal against the approval of daily connected transactions was 0.2336% 0.2344%
Number of shares 200 200
waiver
Proportion 0.0007% 0.0007%
Number of shares 446621514 28826912
agree
Proportion 99.9392% 99.0656%
Proposal 2.00 deliberation on the number of shares in 2022 68200
0.0153% to 0.2344% against the approval of the investment plan
Number of shares 203700 203700
waiver
Proportion 0.0456% 0.7000%
Number of shares 446602514 28807912
agree
Proportion 99.9349% 99.0003%
Proposal 3.00 review on the use of
The number of shares raised from Baobao, a holding subsidiary, is 87200
Chicken Machine Tool Group Co., Ltd. opposed the capital increase by 0.0195% 0.2997%
Proposal on the implementation of raised investment projects
Number of shares 203700 203700
waiver
Proportion 0.0456% 0.7000%
The proposal on daily related party transactions in 2022 involves related party transactions, and the related shareholder Shaanxi fast automobile transmission group Co., Ltd. and its concerted actor Shaanxi Industrial Investment Co., Ltd. avoided voting.
The proposal has been adopted by more than half of the voting rights held by non affiliated shareholders present at the meeting.
3、 Legal opinions issued by lawyers
1. Name of law firm: Beijing Weiheng law firm
2. Name of Lawyer: Wu Hui, Li Jiaxin.
3. Conclusion: the shareholders' meeting was witnessed by Wu Hui and Li Jiaxin of Beijing Weiheng law firm and issued a legal opinion. It is believed that the convening and convening procedures, the qualifications of participants and voting procedures of the company's shareholders' meeting are in line with the company law, the rules of procedure of shareholders' meeting and other laws and regulations and the relevant provisions of the articles of association, Legal and valid.
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.
Qinchuan Machine Tool & Tool Group Share Co.Ltd(000837)
Board of directors
February 17, 2022
