Securities code: 000756 securities abbreviation: Shandong Xinhua Pharmaceutical Company Limited(000756) Announcement No.: 2021-81 Shandong Xinhua Pharmaceutical Company Limited(000756)
The first extraordinary general meeting in 2021, the second A-share shareholders’ meeting in 2021 and
Announcement on the resolution of the second H-share shareholders’ meeting 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. The company’s first extraordinary general meeting in 2021 (“extraordinary general meeting”), the second A-share shareholders’ meeting in 2021 (“A-share shareholders’ meeting”), and the second H-share shareholders’ meeting in 2021 (“H-share shareholders’ meeting”, together with the extraordinary general meeting and A-share shareholders’ meeting, hereinafter referred to as the “meeting”) did not veto the proposal.
2. The extraordinary shareholders’ meeting, A-share shareholders’ meeting and H-share shareholders’ meeting do not involve the change of the resolution of the previous shareholders’ meeting. 1、 Meetings held
1. Meeting time:
(1) Time of site meeting
Extraordinary general meeting of shareholders: 2:00 p.m. on December 31, 2021
Class a shareholders’ meeting: 3:00 p.m. on December 31, 2021
H-share shareholders’ meeting: 4:00 p.m. on December 31, 2021
(2) Online voting time: the specific time for online voting through the trading system of Shenzhen stock exchange is 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on December 31, 2021; The time for online voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on December 31, 2021.
2. Venue of the on-site meeting: meeting room of the company, No. 1, Lutai Avenue, high tech Zone, Zibo City, Shandong Province
3. Holding method: a combination of on-site voting and online voting
4. Convener: the board of directors of the company
5. Moderator: Mr. Zhang Daiming, chairman of the company
6. The convening of the extraordinary general meeting of shareholders, the meeting of A-share shareholders and the meeting of H-share shareholders shall comply with the company law of the people’s Republic of China, the detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and the articles of association of the company.
2、 Attendance at meetings
(i) Attendance at extraordinary general meeting
Number of shareholders and authorized representatives attending the on-site meeting 3
Including: number of A-share shareholders 2
Number of H-share shareholders 1
Total number of voting shares held (shares) 238590634
The total number of voting shares held by A-share shareholders (shares) is 205321434
Total number of voting shares held by H-share shareholders (shares) 33269200
Proportion in total voting shares of the company (%) 38.03
Including: the proportion of the total number of voting shares held by A-share shareholders in the total number of voting shares of the company (%) 32.73
The proportion of the total number of voting shares held by H-share shareholders in the total number of voting shares of the company (%) 5.30
Number of A-share shareholders attending the meeting through online voting 11
The total number of voting shares (shares) held by online voting system is 26371478
Proportion in total voting shares of the company (%) 4.20
Number of shareholders and shareholders’ proxies attending the meeting through on-site and online voting 14
The total number of voting shares (shares) held by the on-site + network cooperation is 264962112 and counted
Proportion in total voting shares of the company (%) 42.23
Number of minority shareholders and proxy shareholders attending the meeting through on-site and online voting 13
Participation of minority shareholders
The total number of voting shares (shares) held by the board of directors is 60098020
Proportion in total voting shares of the company (%) 9.58
（2） Attendance at class a shareholders’ meetings
Number of A-share shareholders and authorized representatives attending the on-site meeting 2
Total number of A-Shares with voting rights (shares) 205321434
Proportion in the total number of A-Shares with voting rights of the company (%) 47.49%
Number of A-share shareholders attending the meeting through online voting 11
Total number of A-Shares with voting rights (shares) 26371478
Proportion in the total number of A-Shares with voting rights of the company (%) 6.10%
（3） Attendance at H-share shareholders’ meetings
Number of H-share shareholders and authorized representatives of shareholders attending the on-site meeting 1
Total number of H shares with voting rights (shares) 33269200
Proportion in the total number of voting H shares of the company (%) 17.06%
Some directors, supervisors and senior managers of the company, representatives of Beijing Jingtian Gongcheng law firm and ShineWing certified public accountants attended and attended the extraordinary general meeting of shareholders, the meeting of A-share shareholders and the meeting of H-share shareholders.
3、 Consideration and voting of proposals
The proposal of the extraordinary general meeting of shareholders and the A-share shareholders’ meeting adopts the combination of on-site voting and online voting, and the proposal of the H-share shareholders’ meeting adopts the on-site voting. The voting results of relevant proposals are as follows:
(i) Voting at extraordinary general meeting
The extraordinary general meeting of shareholders deliberated and adopted the following proposals:
1. The ordinary resolution proposal on the prediction of daily related party transactions with related parties of controlling shareholders was deliberated and adopted
The controlling shareholder of the company, Hualu Holding Group Co., Ltd. (“Hualu holding”) holds 100% of the shares of Shandong Shandong Hualu-Hengsheng Chemical Co.Ltd(600426) Group Co., Ltd. (“Hengsheng Group”), and Hengsheng Group holds 32.19% of the total issued share capital of Shandong Hualu-Hengsheng Chemical Co.Ltd(600426) Chemical Co., Ltd. (“600426}”), which is the largest shareholder of Shandong Hualu-Hengsheng Chemical Co.Ltd(600426) , and Hualu holding is the controlling shareholder of Hualu Group Co., Ltd. and Shandong Lukang Pharmaceutical Co.Ltd(600789) , Therefore, the shareholder Hualu holding and its related parties attending the extraordinary general meeting avoided voting on the proposal.
The specific voting results are as follows:
Number of valid voting shares number of shares in agreement% number of shares in opposition% number of shares in abstention% number of shares in abstention%
All shareholders attending the meeting 392702203915772099.711125000.2900.00
Including: 268288202671632099.581125000.4200.00 for A-share shareholders attending the meeting
H-share shareholders attending the meeting 1244140012441400100.0000.0000.00
Shareholders holding less than 5% 392702203915772099.711125000.2900.00
2. The special resolution on
< Shandong Xinhua Pharmaceutical Company Limited(000756) 2021年 A股股票期权激励计划（草案）>
And its abstract
The first phase of the company’s employee stock ownership plan, the shareholders who are intended to be the incentive object of the company’s 2021 A-share stock option incentive plan and the shareholders who have an associated relationship with the incentive object avoid voting on the proposal.
The specific voting results are as follows:
Number of valid voting shares number of shares in agreement% number of shares in opposition% number of shares in abstention% number of shares in abstention%
All shareholders attending the meeting 26496211226072331098.4042388021.6000.00
Including: 23169291223117731099.785156020.2200.00 of shareholders of A-Shares attending the meeting
H-share shareholders attending the meeting 332692002954600088.81372320011.1900.00
Shareholders holding less than 5% 600980205585921892.9542388027.0500.00
3. The special resolution on
< Shandong Xinhua Pharmaceutical Company Limited(000756) 2021 年 A 股股票期权激励计划实施考核管理办法>
Proposal for
The first phase of the company’s employee stock ownership plan, the shareholders who are intended to be the incentive object of the company’s 2021 A-share stock option incentive plan and the shareholders who have an associated relationship with the incentive object avoid voting on the proposal.
Number of valid voting shares number of shares in agreement% number of shares in opposition% number of shares in abstention% number of shares in abstention%
All shareholders attending the meeting 26496211226072331098.4042388021.6000.00
Including: 231692912231 A-share shareholders attending the meeting
