Securities code: 002593 securities abbreviation: Xiamen Sunrise Wheel Group Co.Ltd(002593) Announcement No.: 2022-014 Xiamen Sunrise Wheel Group Co.Ltd(002593)
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 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.
3. According to the relevant provisions of laws, administrative regulations, departmental rules and normative documents on the repurchase of shares by listed companies, the shares in the special account for repurchase by listed companies do not enjoy the voting right of the general meeting of shareholders. The total share capital of Xiamen Sunrise Wheel Group Co.Ltd(002593) (hereinafter referred to as “the company”) is 808058029 shares. As of the equity registration date of this general meeting of shareholders, The company’s repurchase account holds 4200000 shares of the company, so the total number of voting shares of the company’s general meeting is 803858029 shares.
1、 Meetings held
1. Session of the general meeting of shareholders: the first extraordinary general meeting of shareholders in 2022
2. Convener: Board of directors
3. Legality and compliance of the meeting: Xiamen Sunrise Wheel Group Co.Ltd(002593) (hereinafter referred to as “the company”) the 24th Meeting of the Fourth Board of directors deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022. The convening of the general meeting of shareholders complies with the provisions of relevant laws, regulations and the articles of association.
4. Date and time of the meeting
On site meeting time: 15:00 PM, Thursday, February 17, 2022
Online voting time: February 17, 2022
The specific time of online voting through the trading system of Shenzhen stock exchange is 9:15 to 9:25 a.m., 9:30 to 11:30 p.m. and 13:00 to 15:00 p.m. on February 17, 2022;
The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. on February 17, 2022 to 15:00 p.m. on February 17, 2022.
5. Venue: conference room 3 of the company, No. 30, Xinglin Xingbei Road, Jimei District, Xiamen
6. Holding method: the combination of on-site voting and online voting.
7. Moderator: Mr. Wu Ziwen, chairman
8. Equity registration date: February 14, 2022 (Monday)
2、 Attendance at the meeting
General attendance of shareholders:
A total of 16 shareholders and shareholders’ proxies voted on site and online, representing 409026261 voting shares of the general meeting of shareholders, accounting for 50.8829% of the voting shares of the company.
Among them, 10 shareholders and their proxies voted on the spot, representing 408592961 voting shares of the general meeting of shareholders, accounting for 50.8290% of the voting shares of the company;
Six shareholders voted through the Internet, representing 433300 voting shares of the general meeting of shareholders, accounting for 0.0539% of the voting shares of the company.
Overall attendance of minority shareholders:
Six shareholders and their proxies voted on site and online, representing 433300 voting shares of the general meeting of shareholders, accounting for 0.0539% of the voting shares of the company.
Among them, there are 0 shareholders and shareholders’ agents who vote on site, representing 0 shares with voting rights at the general meeting of shareholders, accounting for 0.0000% of the voting shares of the company.
Six shareholders voted through the Internet, representing 433300 voting shares of the general meeting of shareholders, accounting for 0.0539% of the voting shares of the company.
Directors, supervisors, senior managers and witness lawyers of the company also attended the meeting. The convening and holding of this meeting comply with the relevant provisions of the company law of the people’s Republic of China and the articles of association. The lawyer of Beijing Zhonglun law firm witnessed the meeting and issued a legal opinion.
3、 Deliberation and voting of proposals
The proposal of the general meeting of shareholders is a major matter affecting the interests of small and medium-sized investors, and the company votes on small and medium-sized investors separately. Small and medium-sized investors are shareholders other than the following shareholders: (1) directors, supervisors and senior managers of listed companies; (2) Shareholders who individually or jointly hold more than 5% of the shares of the listed company.
At this meeting, the following proposals were adopted by open ballot one by one:
1. Proposal on the election of non independent directors of the 5th board of directors of the company
This proposal is elected by cumulative voting. The specific voting conditions are as follows:
1.01 elect Mr. Wu Ziwen as a non independent director of the 5th board of directors of the company
Total voting results: 408637961 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45000 shares were approved, accounting for 10.3854% of the valid voting shares held by minority shareholders attending the meeting. 1.02 elect Mr. Wu Zhiliang as a non independent director of the 5th board of directors of the company
Total voting results: 408637961 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45000 shares were approved, accounting for 10.3854% of the valid voting shares held by minority shareholders attending the meeting. 1.03 elect Mr. Wu Weiyuan as a non independent director of the 5th board of directors of the company
Total voting results: 408637961 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45000 shares were approved, accounting for 10.3854% of the valid voting shares held by minority shareholders attending the meeting. 1.04 elect Mr. Huang Xuecheng as a non independent director of the 5th board of directors of the company
Total voting results: 408637963 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45002 shares were approved, accounting for 10.3859% of the valid voting shares held by minority shareholders attending the meeting. 2. Proposal on the election of independent directors of the 5th board of directors of the company
This proposal is elected by cumulative voting. The specific voting conditions are as follows:
2.01 elect Ms. Huang Hui as an independent director of the 5th board of directors of the company
Total voting results: 408637961 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45000 shares were approved, accounting for 10.3854% of the valid voting shares held by minority shareholders attending the meeting.
2.02 elect Mr. Chen Shoude as an independent director of the 5th board of directors of the company
Total voting results: 408637961 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45000 shares were approved, accounting for 10.3854% of the valid voting shares held by minority shareholders attending the meeting. 2.03 elect Mr. Liao Shanhai as an independent director of the 5th board of directors of the company
Total voting results: 408637961 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45000 shares were approved, accounting for 10.3854% of the valid voting shares held by minority shareholders attending the meeting. 3. Proposal on the election of shareholders’ representative supervisors of the Fifth Board of supervisors of the company
This proposal is elected by cumulative voting. The specific voting conditions are as follows:
3.01 elect Mr. Zhang Wenqing as the shareholder representative supervisor of the Fifth Board of supervisors of the company
Total voting results: 408637961 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45000 shares were approved, accounting for 10.3854% of the valid voting shares held by minority shareholders attending the meeting. 3.02 elect Mr. LAN Rijin as the shareholder representative supervisor of the Fifth Board of supervisors of the company
Total voting results: 408637961 shares were approved, accounting for 99.9051% of the valid voting shares held by all shareholders attending the meeting.
Voting of minority shareholders:
45000 shares were approved, accounting for 10.3854% of the valid voting shares held by minority shareholders attending the meeting. 4. Proposal on the director’s allowance standard of the Fifth Board of directors of the company
Total voting:
Voting results: 408646961 shares were approved, accounting for 99.9073% of the valid voting shares held by all shareholders attending the meeting; 379300 opposed shares, accounting for 0.0927% of the valid voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the effective voting shares held by all shareholders attending the meeting. The result of the vote was passed.
Voting of minority shareholders:
54000 shares were approved, accounting for 12.4625% of the valid voting shares held by minority shareholders attending the meeting; Against 379300 shares, accounting for 87.5375% of the valid voting shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
5. Proposal on the allowance standard for supervisors of the 5th board of supervisors of the company
Total voting:
Voting results: 408646961 shares were approved, accounting for 99.9073% of the valid voting shares held by all shareholders attending the meeting; 379300 opposed shares, accounting for 0.0927% of the valid voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the effective voting shares held by all shareholders attending the meeting. The result of the vote was passed.
Voting of minority shareholders:
54000 shares were approved, accounting for 12.4625% of the valid voting shares held by minority shareholders attending the meeting; Against 379300 shares, accounting for 87.5375% of the valid voting shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
6. Proposal on the subsidiary’s proposed investment in the new heavy steel structure production project
Total voting:
Voting results: 408656961 shares were approved, accounting for 99.9097% of the valid voting shares held by all shareholders attending the meeting; Against 369300 shares, accounting for 0.0903% of the effective voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the effective voting shares held by all shareholders attending the meeting. The result of the vote was passed.
Voting of minority shareholders:
64000 shares were approved, accounting for 14.7704% of the valid voting shares held by minority shareholders attending the meeting; 369300 opposed shares, accounting for 85.2296% of the valid voting shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
4、 Legal opinions issued by lawyers
Beijing Zhonglun law firm issued the following legal opinions:
The convening and convening procedures of the general meeting of shareholders of the company comply with the provisions of the company law, the rules of the general meeting of shareholders and other laws, regulations, normative documents and the articles of association. The qualifications of the participants and conveners of the meeting are legal and valid, and the voting procedures and results of the meeting are legal and valid.
5、 Documents for future reference
1. Resolution of the first extraordinary general meeting of shareholders in 2022
2. Legal opinion on the first extraordinary general meeting of shareholders in Xiamen Sunrise Wheel Group Co.Ltd(002593) 2022 issued by Beijing Zhonglun law firm
It is hereby announced.
Xiamen Sunrise Wheel Group Co.Ltd(002593) board of directors
February 18, 2022
