Securities code: 601375 securities abbreviation: Central China Securities Co.Ltd(601375) Announcement No.: 2022-005
Central China Securities Co.Ltd(601375)
Announcement of the resolution of the first 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 this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Whether there is a veto motion at this meeting: None
1、 Convening and attendance of the meeting
（1） Time of the general meeting of shareholders: February 17, 2022
（2） Venue of the general meeting of shareholders: conference room, 17th floor, Zhongyuan Guangfa finance building, No. 10, business outer ring road, Zhengdong New District, Zhengzhou City, Henan Province
（3） Ordinary shareholders present at the meeting and preferred shareholders whose voting rights have been restored and their shares held:
1. Number of shareholders and proxies attending the meeting 33
Including: 32 shareholders of a shares
Number of shareholders of overseas listed foreign shares (H shares) 1
2. Total number of voting shares held by shareholders attending the meeting (shares) 1387855110
Including: total number of shares held by A-share shareholders 1311873478
Total number of shares held by overseas listed foreign shareholders (H shares) 75981632
3. The number of voting shares held by shareholders attending the meeting accounts for the company’s voting shares
Proportion of 29.892087 copies in total (%)
Among them: the proportion of A-share shareholders in the total number of shares (%) 28.255569
Proportion of shares held by overseas listed foreign shareholders in the total number of shares (%) 1.636518
（4） Whether the voting method complies with the provisions of the company law and the articles of association, and the chairmanship of the general meeting.
The shareholders’ meeting was convened by the board of directors and presided over by Mr. Kan Mingjun, chairman of the board of directors. Convening and holding of the meeting
And the voting method shall comply with the provisions of the company law and the articles of association.
（5） Attendance of directors, supervisors and Secretary of the board of directors of the company
1. There are 10 directors in office and 10 present (1 on-site and 9 by correspondence);
2. 9 supervisors in office and 9 attendees (4 on-site and 5 by correspondence);
3. Mr. Zhu Qiben, the Secretary of the board of directors of the company, the vote counter of Hong Kong Central Securities Registration Co., Ltd. and the witness lawyer of Beijing Junzhi law firm attended the meeting. The senior management of the company attended the meeting as nonvoting delegates
Meeting.
2、 Deliberation of proposals
（1） Non cumulative voting motion
1. Proposal Name: proposal on Amending the articles of Association
Outcome: adopted
Voting:
Agree against abstention
Types of shareholders
Proportion of votes (%)
A shares 1298061187 98.947132 13812091 1.052853 200 0.000015
H shares 16563000 21.798689 59418632 78.201311 0.000000
Total ordinary shares: 1314624187 94.723446 73230723 5.276540 200 0.000014
2. Proposal Name: proposal on the election of directors of the seventh board of directors
Outcome: adopted
Voting:
Agree against abstention
Types of shareholders
Proportion of votes (%)
A shares 1311688878 99.985929 184600 0.014071 0.000000
H shares 75914632 99.911821 67000 0.088179 0.000000
Total ordinary shares: 187986030.8199 million
3. Proposal Name: proposal on the election of independent directors of the seventh board of directors
Outcome: adopted
Voting:
Agree against abstention
Types of shareholders
Proportion of votes (%)
A shares 1311742178 99.989991 131300 0.010009 0.000000
H shares 75943632 99.949988 38000 0.050012 0.000000
Total ordinary shares: 1387685810 99.987801 169300 0.0122199 0.000000
（2） Voting of less than 5% of shareholders involved in major issues
Name of the proposal: agree against abstention
Proportion of No. votes (%) proportion of votes (%) proportion of votes (%)
2 proposal on the election of directors of the seventh board of directors 488705031 99.962241 184600 0.037759 0.000000
3 proposal on the election of independent directors of the seventh board of directors 488758331 99.973143 131300 0.026857 0.000000
（3） Explanation on the voting of proposals
1. Item 1 of the proposal deliberated at the shareholders’ meeting is a special resolution proposal, which has been deliberated and adopted by more than two-thirds of the total voting rights held by the voting shareholders (including shareholders’ agents) attending the meeting; Items 2 and 3 of the proposal are ordinary resolution proposals, which have been deliberated and adopted by more than half of the total voting rights held by voting shareholders (including shareholder agents) attending the meeting.
2. The term of office of Mr. Tang Jin as a director of the seventh board of directors of the company and Mr. He Jun as an independent director of the seventh board of directors of the company starts from the date of election at the general meeting of shareholders to the date of expiration of the seventh board of directors. Mr. Yu Xugang, the original independent director of the company, will no longer serve as the independent director of the company after the resolution of the general meeting of shareholders takes effect. The company and the board of directors of the company express their heartfelt thanks to Mr. Yu Xugang for his contribution to the development of the company during his tenure as the independent director of the company!
3、 Lawyer witness
1. The law firm witnessed by this shareholders’ meeting: Beijing Junzhi law firm
Lawyers: Deng Wensheng, Ma pengrui, Gao Yehan
2. Lawyer’s Witness conclusion:
The convening and convening procedures of the general meeting of shareholders, the qualifications of the participants, the convener, the voting procedures and voting results of the meeting all comply with the provisions of relevant laws and regulations, normative documents and the articles of association, and the resolutions of the meeting are legal and effective.
4、 Directory of documents for future reference
1. Central China Securities Co.Ltd(601375) resolution of the first extraordinary general meeting of shareholders in 2022.
2. Legal opinion issued by Beijing Junzhi law firm.
Central China Securities Co.Ltd(601375) February 18, 2022
