Securities code: 003037 securities abbreviation: Guangdong Sanhe Pile Co.Ltd(003037) Announcement No.: 2022-011 Guangdong Sanhe Pile Co.Ltd(003037)
Announcement of the resolution of the second 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.
hot tip
1. There is no veto of the proposal at this shareholders’ meeting.
2. This general meeting of shareholders does not involve changing the resolutions adopted by previous general meetings of shareholders.
1、 Meetings held
1. Time: 14:30, February 18, 2022 (Friday)
2. Venue: conference room on the second floor of Guangdong Sanhe Pile Co.Ltd(003037) office building, No. 30 Tongxing East Road, Xiaolan Town, Zhongshan City
3. Holding method: the combination of on-site voting and online voting is adopted
4. Convener: Board of directors
5. Moderator: Mr. Wei Zelin, chairman
6. The convening and convening of this meeting comply with the company law of the people’s Republic of China, the rules for the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange and other relevant laws, administrative regulations, departmental rules, normative documents and the relevant provisions of the Guangdong Sanhe Pile Co.Ltd(003037) articles of Association.
2、 Attendance at the meeting
(I) general attendance of shareholders
A total of 14 shareholders and their proxies participated in the on-site meeting and online voting of the general meeting of shareholders. The total number of shares representing the company with voting rights was 433861783 shares, accounting for 86.1116% of the total number of 503836583 shares of the company with voting rights.
Among them, there are 9 shareholders voting on site, and the total number of shares representing the company with voting rights is 412815800 shares, accounting for 81.9345% of the total number of 503836583 shares of the company with voting rights; The total number of voting shares of the company is 38983, representing a total of 1773.583 shares, accounting for 383.583% of the total voting shares of the company.
(II) overall attendance of minority shareholders
A total of 6 minority shareholders and shareholders’ agents participated in the on-site meeting and online voting of the general meeting of shareholders. The total number of shares representing the company with voting rights was 21046783 shares, accounting for 4.1773% of the total number of 503836583 shares of the company with voting rights.
Among them, there is a total of one shareholder voting on site, representing 800 shares of the company with voting rights, accounting for 0.0002% of the total number of 503836583 shares of the company with voting rights; There are 5 shareholders voting through the Internet, and the total number of shares representing the company with voting rights is 21045983 shares, accounting for 4.1771% of the total number of 503836583 shares of the company with voting rights.
(III) directors, supervisors and senior managers of the company attended or attended the meeting as nonvoting delegates.
(IV) lawyers from Beijing Tongshang law firm attended the meeting as nonvoting delegates.
3、 Deliberation and voting of proposals
The following online voting methods were adopted for the shareholders’ meeting:
(I) the proposal on the prediction of daily connected transactions in 2022 was deliberated and adopted
The affiliated shareholder Guangdong Sanhe Building Materials Group Co., Ltd. holds 297411800 shares, Zhongshan norui Investment Co., Ltd. holds 44570350 shares, Zhongshan Linglan Technology Information Co., Ltd. holds 30067750 shares, and Zhongshan Shouhui Lantian Investment Co., Ltd. holds 14151320 shares Guangdong Fangjian Management Consulting Center (limited partnership) held 7400000 shares, Zhongshan Dehui Investment Consulting Co., Ltd. held 6613780 shares, and Guangdong ganuo Information Consulting Center (limited partnership) held 5600000 shares, all of which avoided voting.
Li Wei, one of the actual controllers of the company, holds the position of director of Guangdong Hejian new building materials Co., Ltd., the counterparty. Therefore, Guangdong Fangjian Management Consulting Center (limited partnership) and Guangdong ganuo Information Consulting Center (limited partnership) controlled by Li Wei avoided voting. Except Guangdong Hejian new building materials Co., Ltd., other counterparties and the above-mentioned related shareholders are directly or indirectly controlled by the actual controller of the company.
Voting: 28028383 shares were approved, accounting for 99.9344% of the total number of valid voting shares attending the general meeting of shareholders; 18200 opposed shares, accounting for 0.0649% of the total number of valid voting shares attending the general meeting of shareholders; Abstain 200 shares (including 0 shares by default due to non voting), accounting for 0.0007% of the total number of valid voting shares attending the general meeting of shareholders.
Voting of minority shareholders: 21028383 shares were approved, accounting for 99.9126% of the valid voting shares held by minority shareholders attending the meeting; Against 18200 shares, accounting for 0.0865% of the valid voting shares held by minority shareholders attending the meeting; Abstained 200 shares (including 0 shares by default due to non voting), accounting for 0.0010% of the valid voting shares held by minority shareholders attending the meeting.
(II) the proposal on applying for bank credit and providing guarantee by the company and its subsidiaries was reviewed and approved. The voting results: 433843383 shares were agreed, accounting for 99.9958% of the total number of valid voting shares attending the general meeting of shareholders; 18200 opposed shares, accounting for 0.0042% of the total number of valid voting shares attending the general meeting of shareholders; Abstain 200 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the general meeting of shareholders.
4、 Lawyer witness
(I) name of law firm: Beijing Tongshang law firm
(II) name of witness lawyer: Cheng Yiqun, Gao Maoying
(III) concluding observations: the convening and convening procedures of the general meeting of shareholders of the company comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting of the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and other relevant laws, regulations, rules and normative documents, as well as the articles of association, and the qualifications of the participants and conveners The voting procedures and results of the meeting are legal and effective.
5、 Documents for future reference
1. Guangdong Sanhe Pile Co.Ltd(003037) resolution of the second extraordinary general meeting of shareholders in 2022;
2. Legal opinion of Beijing Tongshang law firm on the second extraordinary general meeting of shareholders in Guangdong Sanhe Pile Co.Ltd(003037) 2022.
It is hereby announced.
Guangdong Sanhe Pile Co.Ltd(003037) board of directors February 18, 2022
