Securities code: 600039 securities abbreviation: Sichuan Road & Bridge Co.Ltd(600039) Announcement No.: 2021-152 Sichuan Road & Bridge Co.Ltd(600039)
Announcement of resolutions of the sixth extraordinary general meeting of shareholders in 2021
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. Convening and attendance of the meeting
（1） Time of convening the general meeting of shareholders: December 22, 2021
（2） Venue of the general meeting of shareholders: general meeting hall (III) on the fourth floor of the company, No. 12, Jiuxing Avenue, high tech Zone, Chengdu 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 49
2. The total number of voting shares held by shareholders attending the meeting (shares) is 3339837355
3. The number of voting shares held by shareholders attending the meeting accounts for the company’s voting shares
Proportion of total copies (%) 69.9379
（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 meeting was convened by the board of directors of the company and presided over by the chairman, Mr. Xiong Guobin. The meeting was held and voted by on-site voting and online voting. The convening and convening of the meeting shall comply with the company law, the rules for the general meeting of shareholders of listed companies, the articles of association and other relevant provisions.
（5） Attendance of directors, supervisors and Secretary of the board of directors of the company 1. There were 11 incumbent directors of the company and 10 attended the meeting. Director Yang rugang was unable to attend the meeting due to other official duties; 2. 7 in-service supervisors of the company and 5 attended the meeting. Supervisors Hu shengxia and Tan Debin were unable to attend the meeting due to other official duties; 3. Zhou Yong, Secretary of the board of directors, attended the meeting; Senior executives of the company attend the meeting as nonvoting delegates. 2、 Deliberation of the proposal (I) non cumulative voting proposal 1. Proposal Name: proposal on the custody of the target company before the issuance of shares and the payment of cash to purchase assets
Outcome of deliberations: votes adopted:
Types of shareholders agree against waiver
Proportion of votes (%) proportion of votes (%) proportion of votes (%)
A shares 70349756 77.4775 20450407 22.522500 0000
2. Proposal Name: proposal on Amending the measures for the administration of Sichuan Road & Bridge Co.Ltd(600039) independent directors
Outcome of deliberations: votes adopted:
Types of shareholders agree against waiver
Proportion of votes (%) proportion of votes
（%）（%）
A shares 3307647859 99.0361 321894960.963900 0000
3. Proposal Name: proposal on adjusting the estimated amount of daily connected transactions in 2021
Outcome: adopted
Voting:
Types of shareholders agree against waiver
Proportion of votes (%) proportion of votes (%)
A shares 90346450 99.50034537130.499700 0000
（2） Voting of less than 5% of shareholders involved in major issues
Name of the proposal: agree against abstention
Number of votes (%) number of votes (%) number of votes (%)
1. About the issuance of 70349, 77.477520, 45, 22.522500 0000 shares and cash paid 7560407
Before the completion of asset purchase
To the target company
Trusteeship proposal
3. About the adjustment of 90346 in 2021, 99.5003453,70.499700 0000 degree daily related transaction 45013
Discussion on easy to predict amount
case
（3） Explanation on the voting of proposals
Description of related party transaction proposals: the first and third proposals involve related party transactions with Sichuan Railway Industry Investment Group Co., Ltd. (Note 1), the (former) controlling shareholder of the company, and all 3249037192 shares held by them evade voting.
Note 1: Sichuan Railway Industry Investment Group Co., Ltd. and Sichuan Communications Investment Group Co., Ltd. have implemented strategic restructuring, newly established and merged into Shudao Investment Group Co., Ltd. the controlling shareholder of the company will be changed from Sichuan Railway Industry Investment Group Co., Ltd. to Shudao Investment Group Co., Ltd., and the actual controller of the company will remain unchanged. This equity change still needs to complete the registration and transfer procedures of China Securities Depository and Clearing Co., Ltd. 3、 Lawyer witness 1. Law firm witnessed at the shareholders’ meeting: Beijing Kangda (Chengdu) law firm lawyers: Gong Xingming and Li Danwei 2. Lawyer witness conclusion:
Sichuan Road & Bridge Co.Ltd(600039) the convening and convening procedures of this general meeting of shareholders, the qualifications of participants and conveners, and the voting procedures and voting results of this general meeting of shareholders comply with the provisions of laws and regulations and the articles of association. 4、 List of documents for reference 1, Sichuan Road & Bridge Co.Ltd(600039) resolutions of the sixth extraordinary general meeting of shareholders in 2021; 2. Legal opinion issued by Beijing Kangda (Chengdu) law firm.
Sichuan Road & Bridge Co.Ltd(600039) December 22, 2021
