Securities code: 600905 securities abbreviation: China Three Gorges Renewables (Group) Co.Ltd(600905) Announcement No.: 2022-010
China Three Gorges new energy (Group) Co., Ltd
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 proposal at this meeting: none. The convening and attendance of the meeting
（1） Time of the general meeting of shareholders: February 23, 2022
（2） Venue of the shareholders’ meeting: room 1203, building T1, poly Duhui, No. 156, Xinhua North Street, Tongzhou District, Beijing (III) ordinary shareholders attending the meeting and preferred shareholders who have restored their voting rights and their shares:
1. Number of shareholders and proxies attending the meeting 618
2. Total number of voting shares held by shareholders attending the meeting (shares) 20418910109
3. The number of voting shares held by shareholders attending the meeting accounts for the company’s voting shares
Proportion of total number of copies (%) 71.4673
（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 convening form and procedures of this general meeting of shareholders comply with the relevant provisions of the company law, the securities law, the articles of association of China Three Gorges new energy (Group) Co., Ltd. and the rules of procedure for the general meeting of shareholders of China Three Gorges new energy (Group) Co., Ltd., and the resolutions of the meeting are legal and effective. The meeting was presided over by Chairman Wang wubin. （5） Attendance of the company’s directors, supervisors and Secretary of the board of directors 1. There were 8 directors in office and 2 attended the meeting. Li Yijun, Zhao zenghai, Wang Yonghai, Liu Junhai, min Yong and Zhang Junren were unable to attend the meeting on business; 2. There were 3 supervisors in office and 1 attended the meeting. He Hongxin and Wang Xue were unable to attend the meeting due to work; 3. Liu Jiying, Secretary of the board of directors, attended the meeting. 2、 Deliberation of the proposal (I) non cumulative voting proposal 1. Title of the proposal: proposal on the long-term incentive plan for restricted shares of China Three Gorges new energy (Group) Co., Ltd. (Draft) and its abstract
Result of deliberation: voting:
Types of shareholders agree against waiver
Proportion of votes (%)
A shares 20409426464 99.9536 9443445 0.0462 40200 0.0002
2. Proposal Name: proposal on the 2021 restricted stock incentive plan of China Three Gorges new energy (Group) Co., Ltd. (Draft) and its abstract
Result of deliberation: voting:
Types of shareholders agree against waiver
Proportion of votes (%)
A shares 20409425164 99.9535 9442345 0.0462 42600 0.0003
3. Proposal Name: proposal on the measures for the administration of restricted stock long-term incentive plan of China Three Gorges new energy (Group) Co., Ltd
Result of deliberation: voting:
Types of shareholders agree against waiver
Proportion of votes (%)
A shares 20409431664 99.9536 9433845 0.0462 44600 0.0002
4. Proposal Name: proposal on the performance evaluation measures for the restricted stock incentive plan of China Three Gorges new energy (Group) Co., Ltd. in 2021
Result of deliberation: voting:
Types of shareholders agree against waiver
Proportion of votes (%)
A shares 20409341564 99.9531 9526045 0.0467 42500 0.0002
5. Proposal Name: proposal on the measures for the administration of restricted stock incentive plan of China Three Gorges new energy (Group) Co., Ltd. in 2021
Result of deliberation: voting:
Types of shareholders agree against waiver
Proportion of votes (%)
A shares 20409423664 99.9535 9443845 0.0463 42600 0.0002
6. Proposal Name: proposal on requesting the general meeting of shareholders of the company to authorize the board of directors to handle matters related to the company’s long-term incentive plan for restricted shares
Result of deliberation: voting:
Types of shareholders agree against waiver
Proportion of votes (%)
A shares 20409493264 99.9539 9374045 0.0459 42800 0.0002
7. Proposal Name: proposal on requesting the general meeting of shareholders of the company to authorize the board of directors to handle matters related to the company’s restricted stock incentive plan in 2021
Result of deliberation: voting:
Types of shareholders agree against waiver
Proportion of votes (%)
A shares 20409499964 99.9539 9367345 0.0459 42800 0.0002
8. Proposal Name: proposal on signing cooperation agreement and related party transactions with Yangtze Three Gorges Investment Management Co., Ltd
Result of deliberation: voting:
Types of shareholders agree against waiver
Proportion of votes (%)
A shares 5416700276 99.9223 4148033 0.0765 61800 0.0012
（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 (%)
China Three Gorges new energy
Source (Group) Co., Ltd
1 Limited company restricted shares 5411426464 99.8251 9443445 0.1742 40200 0.0007 long-term incentive plan
(Draft) and its abstract
Motion to be
China Three Gorges new energy
Source (Group) Co., Ltd
2 limited company 2021 years 5411425164 99.8250 9442345 0.1742 42600 0.0008 institutional stock incentive plan
Plan (Draft) and its application
Abstract motion
China Three Gorges new energy
Source (Group) Co., Ltd
3 limited company restricted shares 5411431664 99.8252 9433845 0.1740 44600 0.0008 long-term incentive plan
Management measures
China Three Gorges new energy
Source (Group) Co., Ltd
4 limited company 2021 years 5411341564 99.8235 9526045 0.1757 42500 0.0008 institutional stock incentive plan
Performance appraisal method
Motion
5 China Three Gorges Xinneng 5411423664 99.8250 9443845 0.1742 42600 0.0008 yuan (Group) Co., Ltd
Institutional stock incentive plan
Discussion on the measures for the administration of land use planning
case
About the company’s shares
Authorized directors of the East Asia General Meeting
6. The company will handle the long-term incentive of restricted stocks of the company 5411493264 99.8263 9374045 0.1729 42800 0.0008
Plan related matters
bill
About the company’s shares
Authorized directors of the East Asia General Meeting
7 will handle the company’s 2021 5411499964 99.8264 9367345 0.1728 42800 0.0008 restricted stock incentive
Related matters of incentive plan
Motion
About and the Three Gorges of the Yangtze River
Investment Management Co., Ltd
Company 8 signed a cooperation agreement 5416700276 99.9223 4148033 0.0765 61800 0.0012 and related party transactions
(III) explanation on the voting of proposals
1. Proposals 1-7 are special resolution proposals, which have been adopted by more than 2 / 3 of the total number of effective voting shares.
Proposal 8 is an ordinary resolution proposal, which has been passed by more than half of the total number of effective voting shares. 2. Proposals 1-8 carry out separate vote counting for small and medium-sized investors. 3. Proposal 8 involves related party transactions, and related shareholders China Three Gorges Group Co., Ltd. and Three Gorges Capital Holding Co., Ltd. have avoided voting. 3、 Lawyer’s Witness 1. Law firm witnessed at the shareholders’ meeting: Beijing Zhonglun law firm lawyers: Ding Wenhao, Liu Yongchao 2. Conclusion of lawyer’s Witness:
The convening and convening procedures, qualifications of attendees, voting procedures and voting results of this general meeting of shareholders of the company comply with the company law, securities law, rules of general meeting of shareholders and other laws, regulations and normative documents, as well as the relevant provisions of the articles of association and rules of procedure for general meeting of shareholders, which are legal and effective. 4、 List of documents for future reference 1. Resolutions of the general meeting of shareholders signed and confirmed by the attending directors and recorders and stamped with the seal of the board of directors; 2. A legal opinion signed and sealed by the director of the witnessed law firm; 3. Other documents required by Shanghai Stock Exchange.
China Three Gorges new energy (Group) Co., Ltd. February 23, 2022
