Securities code: 002193 securities abbreviation: Shandong Ruyi Woolen Garment Group Co.Ltd(002193) Announcement No.: 2021-063 Shandong Ruyi Woolen Garment Group Co.Ltd(002193)
Announcement of resolutions of the second extraordinary general meeting of shareholders in 2021
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.
Special tips:
1. No proposal was added, rejected or modified at this shareholders’ meeting.
2. This shareholders’ meeting does not involve changing the resolution of the previous shareholders’ meeting.
1、 Convening and attendance of the meeting
(i) Meeting held:
1. Meeting time:
(1) On site meeting: 09:30 am, December 23, 2021.
(2) The online voting time is December 23, 2021. The specific time of online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on December 23, 2021; the specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15-15:00 on December 23, 2021.
2. Venue of the on-site meeting: conference room of Ruyi Industrial Park Company, high tech Zone, Jining City, Shandong Province.
3. Meeting mode: the combination of on-site voting and online voting.
4. Convener: the 8th board of directors of the company.
5. Moderator: Mr. Qiu Yafu, chairman.
6. The convening, convening and voting procedures of this meeting comply with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the rules of procedure for the general meeting of shareholders of listed companies, the stock listing rules of Shenzhen Stock Exchange, the articles of Association and other laws, regulations and normative documents.
（2） Attendance at the meeting
1. Overall attendance at the meeting
A total of 50 shareholders and authorized representatives of shareholders attended the general meeting, with 152102978 representative shares, accounting for 58.1177% of the total voting shares of the company. Of which:
A total of 29 shareholders and their authorized representatives attended the general meeting of shareholders, with 125402670 representative shares, accounting for 47.9156% of the total voting shares of the company;
21 shareholders attended the shareholders’ meeting through online voting, and the number of representative shares was 26700308, accounting for 10.2020% of the total voting shares of the company.
2. Attendance of minority shareholders
A total of 43 small and medium-sized investors and agents participated in the meeting through the on-site and network, representing 17944980 voting shares, accounting for 6.8567% of the total voting shares of the company.
3. Some directors, supervisors, senior executives and witness lawyers of the company attended or attended the meeting as nonvoting delegates. 2、 Deliberation and voting of proposals
The general meeting of shareholders will vote on the proposal by combining on-site voting and online voting. The specific voting conditions are as follows:
Proposal on implementing asset replacement and related party transactions
The affiliated shareholders of this proposal are Shandong Ruyi Technology Group Co., Ltd., Shandong Ruyi Wool Textile Group Co., Ltd. and Shandong Jining Ruyi import and Export Co., Ltd.
Shandong Ruyi Technology Group Co., Ltd. is the controlling shareholder of the company, holding 58810946 voting shares; Shandong Ruyi Wool Textile Group Co., Ltd. is a subsidiary of Shandong Ruyi Technology Group Co., Ltd., holding 36885000 voting shares; Shandong Jining Ruyi Import & Export Co., Ltd., a subsidiary of Shandong Ruyi Technology Group Co., Ltd., holds 4697800 voting shares; The above companies are affiliated shareholders of the company and hold 100393746 shares in total. They avoid voting when considering the proposal.
Voting results: 51707577 shares were approved, accounting for 99.9968% of the total number of valid voting shares attending the general meeting of shareholders; 1655 dissenting shares, accounting for 0.0032% of the total number of valid voting shares attending the general meeting of shareholders; Abstain 0 shares, accounting for 0% of the total number of valid voting shares attending the general meeting of shareholders.
Voting results of minority investors: 17943325 shares were approved, accounting for 99.9908% of the total number of valid voting shares held by minority shareholders attending the general meeting of shareholders; 1655 dissenting shares, accounting for 0.0092% of the total number of valid voting shares held by minority shareholders attending the general meeting of shareholders; Abstain from 0 shares, accounting for 0% of the total number of valid voting shares held by minority shareholders attending the general meeting of shareholders.
3、 Legal opinion issued by lawyer
Beijing Guofeng law firm appointed lawyers to attend the shareholders’ meeting and issued legal opinions. According to the legal opinion, the convening and convening procedures of the general meeting of shareholders of the company comply with the relevant provisions of laws, regulations and the articles of Association; The qualifications of participants and conveners are legal and valid; Voting procedures and voting results comply with laws, regulations and the articles of Association; The relevant resolutions adopted at the general meeting of shareholders are legal and valid. 4、 Documents for future reference
1. Resolution of the second extraordinary general meeting of shareholders in 2021;
2. Legal opinion of Beijing Guofeng law firm on the general meeting of shareholders.
It is hereby announced.
Shandong Ruyi Woolen Garment Group Co.Ltd(002193) board of directors
December 24, 2021
