Securities code: 688488 securities abbreviation: Jiangsu Aidea Pharmaceutical Co.Ltd(688488) Announcement No.: 2022-017 Jiangsu Aidea Pharmaceutical Co.Ltd(688488)
Announcement of the resolution of the second extraordinary general meeting of shareholders in 2022
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of the announcement, and bear legal responsibility for the authenticity, accuracy and integrity of the contents according to law. Important content tips: whether there is a proposal rejected at this meeting: none. Convening and attendance of the meeting
(I) time of shareholders’ meeting: February 16, 2022
(II) place of the general meeting of shareholders: conference room (III) on the first floor, No. 69, xinganquan West Road, Hanjiang District, Yangzhou city. Information on ordinary shareholders, shareholders with special voting rights, preferred shareholders whose voting rights have been restored and the number of voting rights they hold:
1. Number of shareholders and proxies attending the meeting 53
Number of ordinary shareholders 53
2. Number of voting rights held by shareholders attending the meeting 65436217
Number of voting rights held by ordinary shareholders 65436217
3. The ratio of the number of voting rights held by shareholders attending the meeting to the number of voting rights of the company
Cases (%) 37.6415
Proportion of the number of voting rights held by ordinary shareholders in the number of voting rights of the company (%) 37.6415
(IV) whether the voting method complies with the provisions of the company law and the articles of association, the chairmanship of the general meeting, etc.
The general meeting of shareholders was convened by the board of directors of the company and presided over by Mr. Fu Heliang, chairman of the board of directors. It was held by combining on-site voting and online voting. The convening, convening and voting methods of this meeting comply with the relevant provisions of the company law, the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange and the articles of association. (V) attendance of directors, supervisors and Secretary of the board of directors of the company
1. Nine directors in office of the company attended the meeting, including Mr. Fu Heliang, Mr. Yu Ke and Mr. Wang Jun, and other directors attended the meeting by video;
2. Three supervisors in office of the company attended the meeting, including Mr. Yu Heng and Ms. song Linfang, and Ms. He Fengying by video; 3. Ms. Wang Guangrong, Secretary of the board of directors, attended the meeting by video, and some other executives of the company attended the meeting as nonvoting delegates. 2、 Deliberation of the proposal (I) non cumulative voting proposal 1. Title of the proposal: proposal on the company’s restricted stock incentive plan in 2022 (Draft) and its summary
Outcome: adopted
Voting:
Agree against abstention
Type of shareholder: proportion of votes proportion of votes (%) (%) (%)
Common stock 64505674 98.5779 930543 1.4221 0.0000
2. Proposal Name: proposal on the company’s measures for the administration of the implementation and assessment of the restricted stock incentive plan in 2022
Outcome: adopted
Voting:
Agree against abstention
Type of shareholder: proportion of votes proportion of votes (%) (%) (%)
Common stock 64466674 98.5183 969543 1.4817 0.0000
3. Proposal Name: proposal on requesting the general meeting of shareholders of the company to authorize the board of directors to handle matters related to equity incentive
Case
Outcome: adopted
Voting:
Agree against abstention
Type of shareholder: proportion of votes proportion of votes (%) (%) (%)
Common stock 64466674 98.5183 969543 1.4817 0.0000
(II) if major matters are involved, the voting situation of less than 5% shareholders shall be explained
The motion agrees to oppose abstention
No. proposal name number of votes proportion of votes proportion of votes (%) (%) number of votes (%)
About the public
Division < 2022
Annual restrictive
1 stock incentive 59439394 98.4585 930543 1.5415 0.0000 plan (Draft)
Case) > and
Summary discussion
Case
About the public
Division < 2022
Annual restrictive
2 stock incentive 59400394 98.3939 969543 1.6061 0.0000 plan implementation
Assessment management
Method >
Proposal
“About mention”
Please share in the company
East Conference Grant
3. The board of directors 59400394 98.3939 969543 1.6061 0.0000 handled equity
Incentive correlation
Discussion on matters
Case
(III) explanation on the voting of proposals 1. Proposal 1, proposal 2 and proposal 3 of the general meeting of shareholders are special resolutions, which have been adopted by more than two-thirds of the total number of valid voting shares held by shareholders or shareholders’ agents attending the meeting; 2. Proposals 1, 2 and 3 of the general meeting of shareholders separately counted votes for small and medium-sized investors; 3. As the incentive object or the related party of the incentive object, the shareholders attending the meeting, Guangzhou Weimei Investment Co., Ltd., Weimei investment (Hong Kong) Co., Ltd., Aegle tech Limited, avidian techlimited, Shanghai LeYang Kairui enterprise management partnership (limited partnership), Mr. Fu Hexiang, Ms. Wu Rongrong, Mr. Wang Jun and Mr. Wu Dongsheng, responded to proposal 1, proposal 2 Motion 3 was withdrawn.
3、 Lawyer witness 1. Law firm witnessed at the shareholders’ meeting: Shanghai Chengming Zezheng law firm
Lawyer: Zhang Qingyang, Liu Lu 2. Lawyer’s Witness conclusion:
Lawyers of the firm believe that: Jiangsu Aidea Pharmaceutical Co.Ltd(688488) the convening and convening procedures of the second extraordinary general meeting of shareholders in 2022 comply with the provisions of laws, administrative regulations, rules of procedure of the general meeting of shareholders and the articles of Association; The qualifications of the personnel attending the general meeting of shareholders and the convener are legal and valid; The voting procedures and results of this general meeting of shareholders are legal and valid.
It is hereby announced.
Jiangsu Aidea Pharmaceutical Co.Ltd(688488) daily report of the board of directors on February 17, 2022
(I) Jiangsu Aidea Pharmaceutical Co.Ltd(688488) resolution of the second extraordinary general meeting of shareholders in 2022;
(II) legal opinion of Shanghai Chengming Zezheng law firm on Jiangsu Aidea Pharmaceutical Co.Ltd(688488) the second extraordinary general meeting of shareholders in 2022.