Securities code: Shandong Hi-Speed Road&Bridge Co.Ltd(000498) securities abbreviation: Shandong Hi-Speed Road&Bridge Co.Ltd(000498) Announcement No.: 202223 Shandong Hi-Speed Road&Bridge Co.Ltd(000498)
About the first extraordinary general meeting of shareholders in 2022
Announcement of adding temporary proposal
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.
1、 Basic information of the general meeting of shareholders
(I) session of the general meeting of shareholders: the first extraordinary general meeting of shareholders in 2022
(II) convener of the general meeting of shareholders: the board of directors of the company
The convening of this meeting has been deliberated and approved at the 32nd meeting of the ninth board of directors of the company.
(III) date and time of shareholders’ meeting: 14:30 on Wednesday, March 23, 2022 (IV) equity registration date: Thursday, March 17, 2022
(V) Venue: conference room on the fourth floor of Shandong Hi-Speed Road&Bridge Co.Ltd(000498) No. 14677 Jingshi Road, Lixia District, Jinan City, Shandong Province
2、 Information note on the addition of interim proposals
On March 8, 2022, Shandong Hi-Speed Road&Bridge Co.Ltd(000498) (hereinafter referred to as “the company”) was published in China Securities Journal, securities times, Securities Daily, Shanghai Securities News and cninfo.com（ http://www.cn.info.com.cn. ）The notice on convening the first extraordinary general meeting of shareholders in 2022 was disclosed. On March 11, 2022, the company’s shareholder Shandong Hi-Speed Company Limited(600350) Investment Holding Co., Ltd. (hereinafter referred to as “investment holding”, holding 5.93% of the company’s shares) put forward an interim proposal and submitted it to the board of directors in writing, The proposal on winning the bid of linteng expressway, Gaoshang expressway, xiaoxujia Yaoqiang Airport Expressway, xiaoxujia Ganggou Expressway and Dongqing Expressway and investing in Lingxi No. 7 and Jinan Hongjia is proposed to The proposal on winning the bid of lingteng Expressway and Gaoshang Expressway and investing in shangao Zhiyuan and the proposal on winning the bid of Jihe Expressway and investing in an’cheng partnership are submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation. The above proposals have been deliberated and adopted at the 33rd meeting of the ninth board of directors of the company.
3、 Content of interim proposal
(I) proposal on winning the bid of linteng expressway, Gaoshang expressway, xiaoxujia Yaoqiang Airport Expressway, xiaoxujia Ganggou expressway, Dongqing Expressway and investing in Lingxi 7 and Jinan Hongjia
In December 2021, Shandong Road and Bridge Group Co., Ltd. (hereinafter referred to as “road and Bridge Group”) and other subsidiaries of the company were determined as Linyi Tengzhou highway project (hereinafter referred to as “Linyi Tengzhou expressway”) and Gaoqing Shanghe highway project (hereinafter referred to as “Gaoshang expressway”) through public bidding The bid winner of the reconstruction and expansion project from xiaoxujia hub to Yaoqiang airport section of the east line of Jinan Ring Expressway (hereinafter referred to as “xiaoxujia Yaoqiang airport expressway”) and the bid winner of the reconstruction and expansion project of xiaoxujia Ganggou section of Jinan Ring Expressway (hereinafter referred to as “xiaoxujia Ganggou expressway”) and the reconstruction and expansion project of Dongying Qingzhou Expressway (hereinafter referred to as “Dongqing expressway”).
According to the requirements of the tenderee of linteng expressway, Gaoshang expressway, xiaoxujia Yaoqiang Airport Expressway, xiaoxujia Ganggou Expressway and Dongqing expressway, the winning subsidiary of the company plans to make a total of 1989.4 million yuan in the form of its own funds or a designated third party to subscribe for the limited partner share of the designated Jinan shangao Lingxi No. 7 Investment Center (limited partnership). After the capital contribution is completed, Lingxi No. 7 will use its capital contribution as a limited partner to participate in the capital contribution of Jinan Hongjia investment partnership (limited partnership).
(II) proposal on winning the bid of linteng Expressway and Gaoshang Expressway and investing in shangao Zhiyuan
According to the requirements of the bidding documents and addenda of linteng Expressway and Gaoshang expressway, the company’s subsidiaries Ningxia highway and Bridge Construction Co., Ltd. and Shandong Binzhou Highway Engineering Co., Ltd. intend to subscribe for the limited partner share of the designated Jinan shangao Zhiyuan Investment Center (limited partnership) in the form of self owned funds or designated third-party contribution, with a total of no more than 326.37 million yuan.
(III) proposal on winning the bid for Ji He Expressway and investing in an Cheng partnership
In February 2022, the company’s subsidiaries road and bridge group, Shandong Hi-Speed Company Limited(600350) Engineering Construction Group Co., Ltd. and Shandong highway and Bridge Construction Group Co., Ltd. (hereinafter referred to as “highway and Bridge Group”) Liaocheng Transportation Development Co., Ltd. was determined as the bid winner of the main works of the reconstruction and expansion project of Jinan Heze section of Ji Guang Expressway by winning the bid independently or forming a consortium. The total bid winning amount of each subsidiary and the consortium composed of subsidiaries was 359973216220 yuan.
According to the requirements of the bidding documents and addenda of Qilu Expressway Co., Ltd., the tenderee of the project, as the bid winner of Jihe expressway, the subsidiary of the company plans to respond to the bidding requirements and subscribe for the limited partner shares of Jinan an Cheng investment partnership (limited partnership) (tentative name) with its own funds or a designated third party, Specifically, the subsidiary road and bridge group and the subsidiary road and Bridge Group jointly invested 89993304055 yuan to participate in the establishment of an Cheng partnership. The tenderee designates Jinan shangao Risheng Investment Co., Ltd., a subsidiary of the company, as the general partner and executive partner of an Cheng partnership, which subscribes 1000000 yuan of partnership shares with its own funds. All subsidiaries of the above-mentioned company have subscribed a total of 90093304055 yuan for the share of an Cheng partnership.
See China Securities Journal, securities times, Securities Daily, Shanghai Securities News and cninfo.com.cn on March 12, 2022 for details of the above proposals The related party transaction announcement on winning the bid of linteng expressway, Gaoshang expressway, xiaoxujia Yaoqiang Airport Expressway, xiaoxujia Ganggou expressway, Dongqing Expressway and investing in Lingxi No. 7 and Jinan Hongjia, and the related party transaction announcement on winning the bid of linteng expressway, Gaoshang Expressway and investing in shangao Zhiyuan Announcement on related party transactions of winning the bid of Ji He Expressway and investing in an Cheng partnership.
4、 Proposal qualification review
Upon review by the board of directors of the company, shareholders’ investment holding is qualified to submit interim proposals. The above interim proposals belong to the scope of authority of the general meeting of shareholders, have clear topics and specific resolutions, and comply with relevant laws, regulations and the articles of association.
5、 Other matters of the general meeting of shareholders
In addition to the above changes, the date, time, place, method and equity registration date of the company’s first extraordinary general meeting in 2022 remain unchanged. For the notice of the general meeting of shareholders after adding the interim proposal, see the supplementary notice on convening the first extraordinary general meeting of shareholders in 2022 disclosed by the company on March 12, 2022.
6、 Documents for future reference
Letter on the interim proposal of the first extraordinary general meeting of shareholders in Shandong Hi-Speed Road&Bridge Co.Ltd(000498) 2022
It is hereby announced.
Shandong Hi-Speed Road&Bridge Co.Ltd(000498) board of directors March 11, 2022
