Securities code: 000852 securities abbreviation: Sinopec Oilfield Equipment Corporation(000852) Announcement No.: 2022-011 Sinopec Oilfield Equipment Corporation(000852)
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 was no veto of the proposal at the shareholders’ meeting.
2. This shareholders’ meeting does not involve changing the resolutions adopted at previous shareholders’ meetings.
1、 Convening and attendance of the meeting
(I) convening of the meeting
1. Meeting time
(1) On site meeting time: 14:30, February 18, 2022 (Friday)
(2) Online voting time:
The time for online voting through the trading system of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) is the trading time on February 18, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The time of online voting through the Internet voting system is any time from 9:15 a.m. on February 18, 2022 to 15:00 p.m. on February 18, 2022.
2. Venue of the on-site meeting: company conference room, 12 / F, block A2, financial port, No. 77, Guanggu Avenue, East Lake New Technology Development Zone, Wuhan.
3. Meeting mode: a combination of on-site voting and online voting
4. Convener: Board of directors
5. Moderator: Mr. Xie Yongjin, chairman of the company
6. The convening and holding of this general meeting of shareholders comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies and other relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
(II) attendance at the meeting
1. Attendance of shareholders
(1) General attendance of shareholders
The total number of shareholders and authorized representatives of shareholders attending the meeting was 79, and the number of representative shares was 471280369, accounting for 60.6067% of the total shares of the company.
Four shareholders and shareholder representatives attended the on-site meeting, representing 458246442 shares, accounting for 58.9305% of the total shares of the company.
75 shareholders participated in the meeting through online voting, representing 13033927 shares, accounting for 1.6762% of the total shares of the company.
(2) Attendance of minority shareholders
A total of 78 minority shareholders voted on site and online, with 14524069 representative shares, accounting for 1.8678% of the total shares of the company.
Three shareholders voted on the spot, representing 1490142 shares, accounting for 0.1916% of the total shares of the company.
75 shareholders voted online, representing 13033927 shares, accounting for 1.6762% of the total shares of the company.
2. The directors and supervisors of the company attended the meeting, and the senior management of the company attended the meeting as nonvoting delegates. 3. Lawyer Wen Lili and Lawyer Liu Min of Hubei Ruitong Tianyuan law firm attended and witnessed the meeting.
2、 Deliberation and voting of proposals
The general meeting of shareholders adopted a combination of on-site voting and online voting, considered and adopted all the proposals listed in the notice of the company’s first extraordinary general meeting of shareholders in 2022. The specific voting conditions are as follows:
(I) the proposal on the prediction of the company’s daily connected transactions in 2022 was reviewed and approved. This proposal involves connected transactions. The controlling shareholder Petrochina Company Limited(601857) Chemical Group Co., Ltd. of the company is a related party, holding 456756300 shares. Petrochina Company Limited(601857) Chemical Group Co., Ltd. avoided voting on the proposal.
Total voting:
14357659 shares were approved, accounting for 98.8542% of the total number of valid voting shares attending the meeting; 166410 opposition shares, accounting for 1.1458% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting.
Total voting of minority shareholders:
14357659 shares were approved, accounting for 98.8542% of the shares held by minority shareholders attending the meeting; Against 166410 shares, accounting for 1.1458% of the shares held by minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
The motion was passed by vote.
(II) deliberated and passed the proposal on the prediction of related party transactions of deposits and loans of the company in related financial companies in 2022
This proposal involves related party transactions. The controlling shareholder Petrochina Company Limited(601857) Chemical Group Co., Ltd. of the company is a related party, holding 456756300 shares. Petrochina Company Limited(601857) Chemical Group Co., Ltd. avoided voting on the proposal.
Total voting:
14357259 shares were approved, accounting for 98.8515% of the total number of valid voting shares attending the meeting; 166410 opposition shares, accounting for 1.1457% of the total number of valid voting shares attending the meeting; 400 shares abstained (including 0 shares abstained by default due to non voting), accounting for 0.0028% of the total number of valid voting shares attending the meeting.
14357259 shares were approved, accounting for 98.8515% of the shares held by minority shareholders attending the meeting; Against 166410 shares, accounting for 1.1457% of the shares held by minority shareholders attending the meeting; 400 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0028% of the shares held by minority shareholders attending the meeting.
The motion was passed by vote.
(III) deliberated and passed the proposal on the company’s application for Entrusted loan from China Petroleum & Chemical Corporation(600028) group company in 2022
This proposal involves related party transactions. The controlling shareholder Petrochina Company Limited(601857) Chemical Group Co., Ltd. of the company is a related party, holding 456756300 shares. Petrochina Company Limited(601857) Chemical Group Co., Ltd. avoided voting on the proposal.
Total voting:
14357259 shares were approved, accounting for 98.8515% of the total number of valid voting shares attending the meeting; 166810 opposition shares, accounting for 1.1485% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting.
Total voting of minority shareholders:
14357259 shares were approved, accounting for 98.8515% of the shares held by minority shareholders attending the meeting; 166810 opposed shares, accounting for 1.1485% of the shares held by minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
The motion was passed by vote.
(IV) deliberated and passed the proposal on extending the validity period of the resolutions of the shareholders’ meeting of the company’s non-public Development Bank shares
This proposal involves related party transactions. The controlling shareholder Petrochina Company Limited(601857) Chemical Group Co., Ltd. of the company is a related party, holding 456756300 shares. Petrochina Company Limited(601857) Chemical Group Co., Ltd. avoided voting on the proposal.
Total voting:
13304474 shares were approved, accounting for 91.6029% of the total number of valid voting shares attending the meeting; Against 1219595 shares, accounting for 8.3971% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting.
Total voting of minority shareholders:
13304474 shares were approved, accounting for 91.6029% of the shares held by minority shareholders attending the meeting; Against 1219595 shares, accounting for 8.3971% of the shares held by minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
This proposal is a special resolution and has been adopted by more than two-thirds of the total number of valid voting shares present at the meeting.
(V) deliberated and passed the proposal on requesting the general meeting of shareholders to extend the validity period of authorizing the board of directors and the chairman of the board of directors to handle matters related to the non-public development of shares
This proposal involves related party transactions. The controlling shareholder Petrochina Company Limited(601857) Chemical Group Co., Ltd. of the company is a related party, holding 456756300 shares. Petrochina Company Limited(601857) Chemical Group Co., Ltd. avoided voting on the proposal.
Total voting:
13304474 shares were approved, accounting for 91.6029% of the total number of valid voting shares attending the meeting; Against 1219595 shares, accounting for 8.3971% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting.
Total voting of minority shareholders:
13304474 shares were approved, accounting for 91.6029% of the shares held by minority shareholders attending the meeting; Against 1219595 shares, accounting for 8.3971% of the shares held by minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
This proposal is a special resolution and has been adopted by more than two-thirds of the total number of valid voting shares present at the meeting.
(VI) deliberated and passed the proposal on Amending the articles of association of the company
Total voting:
469623617 shares were approved, accounting for 99.6485% of the total number of valid voting shares attending the meeting; 1656352 opposition shares, accounting for 0.3514% of the total number of valid voting shares attending the meeting; 400 shares abstained (including 0 shares by default due to non voting), accounting for 0.0001% of the total number of valid voting shares attending the meeting.
Total voting of minority shareholders:
12867317 shares were agreed, accounting for 88.5931% of the shares held by minority shareholders attending the meeting; 1656352 shares were opposed, accounting for 11.4041% of the shares held by minority shareholders attending the meeting; 400 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0028% of the shares held by minority shareholders attending the meeting.
This proposal is a special resolution and has been adopted by more than two-thirds of the total number of valid voting shares present at the meeting.
3、 Legal opinions issued by lawyers
(I) name of law firm: Hubei Ruitong Tianyuan law firm
(II) name of Lawyer: Wen Lili, Liu Min
(III) concluding comments: the convening and convening procedures of this general meeting of shareholders comply with the provisions of the company law, the rules of general meeting of shareholders, the articles of association and other relevant laws and regulations. The qualifications of the personnel attending the shareholders’ meeting and the convener meet the provisions of the company law, the rules of the shareholders’ meeting, the articles of association and other relevant laws and regulations. The qualifications of the personnel attending the meeting and the convener are legal and valid. The voting procedures and results of this general meeting of shareholders comply with the provisions of the company law, the rules of the general meeting of shareholders, the articles of association and other relevant laws and regulations, and the voting results are legal and valid.
4、 Documents for reference 1. Resolutions of the company’s first extraordinary general meeting in 2022; 2. Legal opinion of the company’s first extraordinary general meeting in 2022. It is hereby announced.
Sinopec Oilfield Equipment Corporation(000852) board of directors
February 19, 2022
