Stock Code: Jiangsu Eastern Shenghong Co.Ltd(000301) stock abbreviation: Jiangsu Eastern Shenghong Co.Ltd(000301) Announcement No.: 2022043 bond Code: 127030 bond abbreviation: Shenghong convertible bond
Bond Code: 114578 bond abbreviation: 19 Shenghong G1
Jiangsu Eastern Shenghong Co.Ltd(000301)
Announcement of the resolution of the third extraordinary general meeting of shareholders in 2022
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 shareholders’ meeting did not veto the proposal.
2. This general meeting of shareholders does not involve changing the resolution of the previous general meeting of shareholders.
1、 Convening and attendance of the meeting
1. Meetings held
The board of directors of Jiangsu Eastern Shenghong Co.Ltd(000301) (hereinafter referred to as “the company” and “listed company”) issued the notice of Jiangsu Eastern Shenghong Co.Ltd(000301) on convening the third extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022034) to all shareholders of the company on March 1, 2022, and disclosed the suggestive announcement of convening the general meeting of shareholders on March 14, 2022 (Announcement No.: 2022040). The shareholders’ meeting was held by combining on-site voting and online voting.
(1) The on-site meeting began at 14:30 p.m. on Wednesday, March 16, 2022 and was held in the company’s conference room, No. 73, market East Road, Shengze Town, Wujiang District, Suzhou City, Jiangsu Province. The meeting was presided over by Mr. Miao Hangen, chairman of the board.
(2) The company provides online voting platform to all shareholders through the trading system of Shenzhen Stock Exchange and Internet voting system. The time of online voting through the trading system is: 9:15 to 9:25, 9:30 to 11:30 and 13:00 to 15:00 on March 16, 2022; The specific time of voting through the Internet voting system is any time from 9:15 a.m. to 15:00 p.m. on March 16, 2022. The convening and convening of this general meeting of shareholders comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2. Attendance at the meeting
(1) General situation of shareholders’ attendance: 45 shareholders voted on site and online, representing 4837479858 shares, accounting for 813500% of the total shares of the listed company. Among them, 9 shareholders voted on the spot, representing 4266781518 shares, accounting for 717528% of the total shares of the listed company. 36 shareholders voted online, representing 570698340 shares, accounting for 9.5972% of the total shares of the listed company. (2) Overall attendance of minority shareholders: 40 minority shareholders voted on site and online, representing 307169211 shares, accounting for 5.1655% of the total shares of the listed company. Among them, there are 5 minority shareholders voting on site, representing 52206224 shares, accounting for 0.8779% of the total shares of the listed company. 35 minority shareholders voted online, representing 254962987 shares, accounting for 4.2876% of the total shares of the listed company.
(3) Attendance or non voting of directors, supervisors and senior managers of the company at the general meeting of shareholders:
Some directors, supervisors and all senior managers of the company attended the meeting; The lawyers of Beijing Jindu (Suzhou) law firm hired by the company attended the meeting as nonvoting delegates.
2、 Deliberation and voting of proposals
(I) voting method of the proposal: the proposal of the general meeting of shareholders adopts the combination of on-site voting and online voting.
(II) voting results of the proposal:
1. Proposal on changing the company’s business scope and amending the articles of Association
This proposal is a special resolution, which must be passed by more than two-thirds of the voting rights held by the shareholders attending the meeting.
Voting results: 4836803958 shares were approved, accounting for 999860% of the voting shares of shareholders attending the meeting; Against 674900 shares, accounting for 0.0140% of the voting shares of shareholders attending the meeting; Abstain 1000 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of shareholders attending the meeting. The bill was passed.
Voting of minority shareholders: 306493311 shares were approved, accounting for 997800% of the voting shares of minority shareholders attending the meeting; Against 674900 shares, accounting for 0.2197% of the voting shares of minority shareholders attending the meeting; Abstained 1000 shares (including 0 shares by default due to non voting), accounting for 0.0003% of the voting shares of minority shareholders attending the meeting.
2. Proposal on changing the registered capital of the company and amending the articles of Association
This proposal is a special resolution, which must be passed by more than two-thirds of the voting rights held by the shareholders attending the meeting.
Voting results: 4836803558 shares were approved, accounting for 999860% of the voting shares of shareholders attending the meeting; Against 676300 shares, accounting for 0.0140% of the voting shares of shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of shareholders attending the meeting. The bill was passed.
Voting of minority shareholders: 306492911 shares were approved, accounting for 997798% of the voting shares of minority shareholders attending the meeting; Against 676300 shares, accounting for 0.2202% of the voting shares of minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of minority shareholders attending the meeting.
3. Proposal on nominating candidates for independent directors of the company
Voting results: 4835287139 shares were approved, accounting for 999547% of the voting shares of shareholders attending the meeting; 2192719 shares opposed, accounting for 0.0453% of the voting shares of shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of shareholders attending the meeting. The bill was passed.
Voting of minority shareholders: 304976492 shares were approved, accounting for 992862% of the voting shares of minority shareholders attending the meeting; Against 2192719 shares, accounting for 0.7138% of the voting shares of minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of minority shareholders attending the meeting.
According to the voting results, Xu Jinye was elected as an independent director of the eighth board of directors of the company. His term of office starts from the date of deliberation and approval by the general meeting of shareholders of the company to the date of expiration of the eighth board of directors.
4. Proposal on confirmation of daily connected transactions in 2021 and expected daily connected transactions in 2022
This proposal involves related party transactions. The number of voting shares held by Jiangsu Shenghong Technology Co., Ltd., Shenghong (Suzhou) Group Co., Ltd., Shenghong Petrochemical Group Co., Ltd. Jiangsu Lianyungang Port Co.Ltd(601008) Bohong Industrial Co., Ltd., the affiliated shareholders attending the shareholders’ meeting, was 4214575294, avoiding the voting. The total effective votes of this proposal are 622904564 shares.
Voting results: 622228664 shares were approved, accounting for 998915% of the voting shares of shareholders attending the meeting; Against 675900 shares, accounting for 0.1085% of the voting shares of shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of shareholders attending the meeting. The bill was passed.
Voting of minority shareholders: 306493311 shares were approved, accounting for 997800% of the voting shares of minority shareholders attending the meeting; Against 675900 shares, accounting for 0.2200% of the voting shares of minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of minority shareholders attending the meeting.
5. Proposal on Amending the rules of procedure of the general meeting of shareholders
This proposal is a special resolution, which must be passed by more than two-thirds of the voting rights held by the shareholders attending the meeting.
Voting results: 4748501191 shares were approved, accounting for 981606% of the voting shares of shareholders attending the meeting; 88977667 opposed shares, accounting for 1.8393% of the voting shares of shareholders attending the meeting; Abstain 1000 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of shareholders attending the meeting. The bill was passed.
Voting of minority shareholders: 218190544 shares were approved, accounting for 710327% of the voting shares of minority shareholders attending the meeting; 88977667 shares were opposed, accounting for 289670% of the voting shares of minority shareholders attending the meeting; Abstained 1000 shares (including 0 shares by default due to non voting), accounting for 0.0003% of the voting shares of minority shareholders attending the meeting.
6. Proposal on Amending the rules of procedure of the board of directors
This proposal is a special resolution, which must be passed by more than two-thirds of the voting rights held by the shareholders attending the meeting.
Voting results: 4748501591 shares were approved, accounting for 981606% of the voting shares of shareholders attending the meeting; 82971 of the shareholders with the right to vote against the meeting, accounting for 881.67%; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of shareholders attending the meeting. The bill was passed.
Voting of minority shareholders: 218190944 shares were approved, accounting for 710328% of the voting shares of minority shareholders attending the meeting; 88978267 shares opposed, accounting for 289672% of the voting shares of minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of minority shareholders attending the meeting.
7. Proposal on Amending the rules of procedure of the board of supervisors
This proposal is a special resolution, which must be passed by more than two-thirds of the voting rights held by the shareholders attending the meeting.
191.98% of shareholders with voting rights attended the meeting, accounting for 476% of the voting results; 88978667 opposed shares, accounting for 1.8394% of the voting shares of shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of shareholders attending the meeting. The bill was passed.
Voting of minority shareholders: 218190544 shares were approved, accounting for 710327% of the voting shares of minority shareholders attending the meeting; 88978667 shares opposed, accounting for 289673% of the voting shares of minority shareholders attending the meeting; Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the voting shares of minority shareholders attending the meeting.
3、 Legal opinions issued by lawyers
1. Law firm witnessing the shareholders’ meeting: Beijing Jindu (Suzhou) law firm; 2. Name of Lawyer: Zhang Hao, Chen Yiman;
3. Concluding observations: the convening and convening procedures of the general meeting of shareholders of the company comply with the provisions of the company law, the securities law and other relevant laws, administrative regulations, the rules of the general meeting of shareholders and the articles of Association; The qualifications of the persons attending the shareholders’ meeting and the convener are legal and valid; The voting procedures and results of this general meeting of shareholders are legal and valid.
4、 Documents for future reference
1. Resolutions of the general meeting of shareholders signed and confirmed by the attending directors and recorders and stamped with the seal of the board of directors;
2. Legal opinion issued by Beijing Jindu (Suzhou) law firm.
It is hereby announced.
Jiangsu Eastern Shenghong Co.Ltd(000301) board of directors
March 17, 2022