Securities code: Digital China Group Co.Ltd(000034) securities abbreviation: Digital China Group Co.Ltd(000034) Announcement No.: 2022021 Digital China Group Co.Ltd(000034)
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 contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions. 1、 Convening and attendance of the meeting (I) convening of the meeting 1. Holding time: (1) on site meeting time: 14:30 pm on Thursday, March 3, 2022 (2) online voting time: March 3, 2022
Among them, the specific time of online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25 a.m., 9:30-11:30 a.m. and 13:00-15:00 p.m. on March 3, 2022; Through the Internet voting system of Shenzhen Stock Exchange (wltp. CN. Info. Com. CN.) The specific time of voting is: 9:15 a.m. to 15:00 p.m. on March 3, 2022. 2. Venue of the on-site meeting: Conference Hall of century Jinyuan Xiangshan business travel hotel, No. 59 beizhenghuang banner, Haidian District, Beijing (outside the east gate of Xiangshan Park). 3. Convening method: a combination of on-site voting and online voting. 4. Convener: Digital China Group Co.Ltd(000034) board of directors. 5. Moderator: Ms. Zhu Jinmei, an independent director. 6. The notice of the meeting was issued on February 16, 2022. The meeting was held in accordance with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association. (II) attendance at the meeting 1. Overall attendance
A total of 13 shareholders and authorized representatives of shareholders attended the on-site meeting and online voting of the general meeting of shareholders, representing 242150315 shares, accounting for 374741% of the total voting shares of the company.
2. Attendance at site meetings
Three shareholders and their authorized representatives attended the on-site meeting of the general meeting of shareholders, with 238986740 representative shares, accounting for 369845% of the total voting shares of the company. 3. Online voting
10 shareholders attended the online voting of the general meeting of shareholders, with 3163575 representative shares, accounting for 0.4896% of the total voting shares of the company. 4. Voting of entrusted independent directors
No shareholder entrusted independent directors to vote at this meeting. 5. Attendance of small and medium-sized investors (refer to other shareholders except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company, the same below)
There were 10 shareholders and authorized representatives of small and medium-sized investors attending the shareholders’ meeting, with 3163575 representative shares, accounting for 0.4896% of the total voting shares of the company. 6. The company’s directors, supervisors, senior managers and witness lawyers hired by the company attended or attended the shareholders’ meeting as nonvoting delegates. 2、 Deliberation and voting of proposals
The proposal of this shareholders’ meeting adopts the combination of on-site voting and online voting. The meeting deliberated and adopted the following proposals:
(I) the proposal on daily related party transactions in 2022 was deliberated and adopted
Related shareholder Mr. Guo Wei (holding 154777803 shares) has avoided voting on this proposal. 1. Overall voting
87301711 shares were approved, accounting for 999190% of the total number of valid voting shares held by shareholders attending the meeting; Oppose 70801 shares, accounting for 0.0810% of the total number of valid voting shares held by shareholders 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 held by shareholders attending the meeting.
2. Total voting of minority shareholders
3092774 shares were approved, accounting for 977620% of the total number of valid voting shares held by minority shareholders attending the meeting; Oppose 70801 shares, accounting for 2.2380% of the total number of valid voting shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares held by minority shareholders attending the meeting.
3. Voting result: this proposal was deliberated and passed by special resolution.
(II) the proposal on cancellation of partial share repurchases was deliberated and adopted
1. Overall voting
242079514 shares were approved, accounting for 999708% of the total number of valid voting shares held by shareholders attending the meeting; Oppose 70801 shares, accounting for 0.0292% of the total number of valid voting shares held by shareholders 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 held by shareholders attending the meeting.
2. Total voting of minority shareholders
3092774 shares were approved, accounting for 977620% of the total number of valid voting shares held by minority shareholders attending the meeting; Oppose 70801 shares, accounting for 2.2380% of the total number of valid voting shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares held by minority shareholders attending the meeting.
3. Voting result: this proposal was deliberated and passed by special resolution.
(III) the proposal on the additional election of independent directors of the company was deliberated and adopted
1. The proposal on electing Mr. Wang nengguang as an independent director of the 10th board of directors of the company (1) was reviewed and approved. The overall voting situation
242063717 shares were approved, accounting for 999642% of the total number of valid voting shares held by shareholders attending the meeting. (2) Total voting of minority shareholders:
3076977 shares were approved, accounting for 972627% of the total number of valid voting shares held by minority shareholders attending the meeting.
(3) Voting result: the proposal was deliberated and passed.
Mr. Wang nengguang was elected as an independent director of Digital China Group Co.Ltd(000034) the 10th board of directors. 3、 Legal opinions issued by lawyers
1. Name of law firm: taihetai law firm
2. Name of Lawyer: Yao Gang, Cheng Feng
3. Concluding comments: the convening and convening procedures of this general meeting of shareholders comply with the provisions of the company law, the securities law, the rules of general meeting of shareholders and other relevant laws, administrative regulations and the articles of Association; The convener and attendees of this general meeting of shareholders have legal qualifications, and the voting procedures and results of this general meeting of shareholders are legal and effective.
4、 Documents for future reference
1. Resolution of the first extraordinary general meeting of shareholders in 2022
2. Legal opinion
March 2, 2014 board of directors
