Securities code: 300805 securities abbreviation: Guangdong Brandmax Marketing Co.Ltd(300805) Announcement No.: 2022-010 Guangdong Brandmax Marketing Co.Ltd(300805)
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.
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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. Notice of meeting:
The notice of the general meeting of shareholders was issued in the form of announcement on January 29, 2022. For details, please refer to cninfo.com on that day（ http://www.cn.info.com.cn. ）Notice on convening the first extraordinary general meeting of shareholders in 2022.
2. Date and time of the meeting:
(1) The on-site meeting will be held at 14:30 p.m. on Friday, February 18, 2022. (2) online voting time is February 18, 2022, of which:
The time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on February 18, 2022.
The time of online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25 am, 9:30-11:30 PM and 13:00-15:00 pm on February 18, 2022;
Venue of the on-site meeting: company conference room, 7 / F, Tower B, Pingyun Plaza, No. 163, xipingyun Road, Huangpu Avenue, Tianhe District, Guangzhou
3. Meeting mode: the combination of on-site voting and online voting
4. Convener: Board of directors
5. Moderator: Chairman Mr. Liang dingjiao
The convening and convening of this meeting comply with the relevant provisions of 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 GEM stocks of Shenzhen Stock Exchange and other relevant laws, administrative regulations, departmental rules, normative documents and the Guangdong Brandmax Marketing Co.Ltd(300805) articles of association.
2、 Attendance at the meeting
(I) general attendance of shareholders
A total of 25 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 265289607 shares, accounting for 62.6821% of the total number of 423230000 shares of the company with voting rights.
Among them, 11 minority shareholders and shareholder agents attended the meeting, representing 224600 shares of the company with voting rights, accounting for 0.0531% of the total voting shares of the company.
(II) on site attendance of shareholders
A total of 14 shareholders and their proxies attended the on-site meeting of the general meeting of shareholders. The total number of shares representing the company with voting rights was 265065007, accounting for 62.6291% of the total number of voting shares of the company.
Among them, there were 0 minority shareholders and shareholder agents attending the meeting, representing 0 shares of the company with voting rights, accounting for 0.0000% of the total voting shares of the company.
(III) online voting of shareholders
There are 11 shareholders and shareholders’ proxies voting through the Internet. The total number of shares representing the company with voting rights is 224600 shares, accounting for 0.0531% of the total number of voting shares of the company.
Among them, there are 11 minority shareholders and shareholder agents who vote through the Internet, representing 224600 shares of the company with voting rights, accounting for 0.0531% of the total voting shares of the company.
(IV) some directors, supervisors and witness lawyers of the company attended the meeting, and some senior managers of the company attended the meeting as nonvoting delegates.
3、 Deliberation and voting of proposals
The following online voting methods were adopted for the shareholders’ meeting:
Proposal 1 The total voting of the proposal on applying for credit line from banks, carrying out bill pool business and providing guarantee: 265082207 shares were agreed, accounting for 99.9218% of the total number of valid voting shares attending the general meeting of shareholders; 207400 shares opposed, accounting for 0.0782% of the total number of valid voting shares attending the general meeting of shareholders; Abstained 0 shares, accounting for 0.0000% of the total number of valid voting shares attending the general meeting of shareholders. Among them, the voting of minority shareholders: 17200 shares agreed, accounting for 7.6581% of the valid voting shares held by minority shareholders attending the meeting; 207400 shares opposed, accounting for 92.3419% 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. The proposal is a special resolution and has been adopted by more than 2 / 3 of the effective voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
The motion was passed.
Proposal 2 Proposal on joint investment and related party transactions with professional investment institutions
The shareholders to be avoided in this proposal did not attend the shareholders’ meeting and did not participate in the voting, so it does not involve the avoidance of voting.
Total voting: 265081607 shares were approved, accounting for 99.9216% of the total number of valid voting shares attending the general meeting of shareholders; 208000 opposed shares, accounting for 0.0784% of the total number of valid voting shares attending the general meeting of shareholders; Abstained 0 shares, accounting for 0.0000% of the total number of valid voting shares attending the general meeting of shareholders. Among them, the voting of minority shareholders: 16600 shares agreed, accounting for 7.3909% of the valid voting shares held by minority shareholders attending the meeting; 208000 shares opposed, accounting for 92.6091% 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. The motion was passed.
4、 Legal opinions issued by lawyers
(I) name of law firm: Beijing JUNHE (Guangzhou) law firm
(II) name of witness lawyer: Ma Shuang, Li Danhong
(III) concluding comments: the convening and convening procedures of the company’s general meeting of shareholders, the qualifications of the participants, the voting procedures of the general meeting of shareholders comply with the provisions of laws, administrative regulations, the articles of association and the rules of procedure of the general meeting of shareholders of the company, and the voting results are legal and effective.
5、 Documents for future reference
1. Resolution of the first extraordinary general meeting of shareholders in Guangdong Brandmax Marketing Co.Ltd(300805) 2022;
2. Legal opinions of Beijing JUNHE (Guangzhou) law firm on the first extraordinary general meeting of shareholders in Guangdong Brandmax Marketing Co.Ltd(300805) 2022.
It is hereby announced.
Guangdong Brandmax Marketing Co.Ltd(300805) board of directors February 19, 2022
