Shenzhen Jingquanhua Electronics Co.Ltd(002885)
Announcement of the resolution of the first 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 shareholders' meeting does not involve changing the resolutions adopted at previous shareholders' meetings.
1、 Meetings held
1. Meeting time:
(1) On site meeting time: 14:30-16:00 PM, Wednesday, March 23, 2022
(2) Online voting time: Wednesday, March 23, 2022
① The time for online voting through the trading system of Shenzhen stock exchange is:
Trading hours on March 23, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; ② The time of voting through the Internet voting system of Shenzhen stock exchange is:
Any time from 9:15 a.m. to 15:00 p.m. on March 23, 2022.
2. Meeting place:
Room 201, building 1, Shenzhen Jingquanhua Electronics Co.Ltd(002885) science and Technology Industrial Park, No. 10, Pingqiao Road, Pingdi street, Longgang District, Shenzhen
3. Meeting mode: the combination of on-site voting and online voting
4. Convener: Board of directors
5. Moderator: Mr. Zhang lipin, chairman
6. Legality and compliance of the meeting: the meeting was held in accordance with the provisions of the company law, the rules for the general meeting of shareholders of listed companies and other relevant laws, administrative regulations, departmental rules, normative documents and the articles of association. 2、 Attendance at the meeting
1. General attendance of shareholders:
(1) The company has 18 shareholders voting on site and online, representing 110213732 shares, accounting for 612299% of the total shares of the listed company. Accounting for 613409% of the company's total 179674000 shares after deducting the repurchased shares in the special account for repurchased shares.
(2) 11 shareholders of the company voted on the spot, representing 67989967 shares, accounting for 377722% of the total shares of the listed company. Accounting for 378407% of the company's total 179674000 shares after deducting the repurchased shares in the special account for repurchased shares.
(3) Seven shareholders of the company voted through the Internet, representing 42223765 shares, accounting for 234576% of the total shares of the listed company. Accounting for 235002% of the company's total 179674000 shares after deducting the repurchased shares in the special account for repurchased shares.
2. The general attendance of minority shareholders (except directors, supervisors, senior managers and other shareholders who individually or jointly hold more than 5% of the company's shares):
(1) The company has 6 minority shareholders voting on site and online, representing 8240729 shares, accounting for 4.5782% of the total shares of the listed company. Accounting for 4.5865% of the company's total 179674000 shares after deducting the repurchased shares in the special account for repurchased shares.
(2) One minority shareholder of the company passed the on-site voting, representing 30375 shares, accounting for 0.0169% of the total shares of the listed company. Accounting for 0.0169% of the company's total 179674000 shares after deducting the repurchased shares in the special account for repurchased shares.
(3) The company has 5 minority shareholders voting through the Internet, representing 8210354 shares, accounting for 4.5613% of the total shares of the listed company. Accounting for 4.5696% of the company's total 179674000 shares after deducting the repurchased shares in the special account for repurchased shares.
3. The directors, supervisors and senior managers of the company attended the shareholders' meeting. The lawyers of Beijing Kangda law firm attended the shareholders' meeting as nonvoting delegates, witnessed the shareholders' meeting and issued legal opinions. 3、 Deliberation and voting of proposals
The shareholders' meeting voted on the meeting proposal by combining on-site voting and online voting, and considered and adopted the following proposals:
1. Deliberated and passed the proposal on the general election of non independent directors of the Fourth Board of directors of the company
In this proposal, Mr. Zhang lipin, Mr. Qi Siming, Mr. Ju Wanjin, Mr. Wang Zhaohua, Mr. Li Zhangong and Mr. Zhang Liyang are elected as non independent directors of the Fourth Board of directors of the company by cumulative voting. The term of office is three years and takes effect from the date of adoption of this general meeting of shareholders. The voting details are as follows:
1.01 elect Mr. Zhang lipin as a non independent director of the Fourth Board of directors of the company
Total voting:
Agree to 75782614 shares, accounting for 687597% of the shares held by all shareholders attending the meeting;
Voting of minority shareholders:
30376 shares were approved, accounting for 0.3686% of the shares held by minority shareholders attending the meeting; Voting result: adopted. The number of shares held by Mr. Qi Siming at the fourth general meeting of the board of directors was 789768%, and the number of shares held by Mr. Qi Siming who was not an independent shareholder was 261468%; Voting of minority shareholders: 30375 shares agreed, accounting for 0.3686% of the shares held by minority shareholders attending the meeting; Voting result: adopted. 1.03 general voting of electing Mr. Ju Wanjin as a non independent director of the Fourth Board of directors of the company: 75782615 shares were agreed, accounting for 687597% of the shares held by all shareholders attending the meeting; Voting of minority shareholders: 30375 shares agreed, accounting for 0.3686% of the shares held by minority shareholders attending the meeting; Voting result: adopted. 1.04 general voting of electing Mr. Wang Zhaohua as a non independent director of the Fourth Board of directors of the company: 75782616 shares were agreed, accounting for 687597% of the shares held by all shareholders attending the meeting; Voting of minority shareholders: 30375 shares agreed, accounting for 0.3686% of the shares held by minority shareholders attending the meeting; Voting result: adopted. 1.05 general voting of electing Mr. Li Zhangong as a non independent director of the Fourth Board of directors of the company: 75782617 shares were agreed, accounting for 687597% of the shares held by all shareholders attending the meeting; Voting of minority shareholders: 30375 shares agreed, accounting for 0.3686% of the shares held by minority shareholders attending the meeting; Voting result: adopted. 1.06. General voting on the election of Mr. Zhang Liyang as a non independent director of the Fourth Board of directors of the company: 75782618 shares were agreed, accounting for 687597% of the shares held by all shareholders attending the meeting; Voting of minority shareholders:
30375 shares were approved, accounting for 0.3686% of the shares held by minority shareholders attending the meeting;
Voting result: adopted.
2. Deliberated and adopted the proposal on the election of independent directors of the Fourth Board of directors
In this proposal, Ms. Li Zhuoying, Ms. Dong Xiuqin and Mr. Hu Zongbo are elected as independent directors of the Fourth Board of directors of the company by cumulative voting. The term of office is three years and takes effect from the date of adoption of this general meeting of shareholders. The voting details are as follows:
2.01 elect Ms. Li Zhuoying as an independent director of the Fourth Board of directors of the company
Total voting:
Agreed to 83984067 shares, accounting for 762011% of the shares held by all shareholders attending the meeting;
Voting of minority shareholders:
8231829 shares were approved, accounting for 998920% of the shares held by minority shareholders attending the meeting;
Voting result: adopted.
2.02 elect Ms. Dong Xiuqin as an independent director of the Fourth Board of directors of the company
Total voting:
Agreed to 83984068 shares, accounting for 762011% of the shares held by all shareholders attending the meeting;
Voting of minority shareholders:
8231829 shares were approved, accounting for 998920% of the shares held by minority shareholders attending the meeting;
Voting result: adopted.
2.03 elect Mr. Hu Zongbo as an independent director of the Fourth Board of directors of the company
Total voting:
Agreed to 83984069 shares, accounting for 762011% of the shares held by all shareholders attending the meeting;
Voting of minority shareholders:
8231829 shares were approved, accounting for 998920% of the shares held by minority shareholders attending the meeting;
Voting result: adopted.
3. The proposal on the general election of non employee representative supervisors of the Fourth Board of supervisors of the company was deliberated and adopted. Mr. He Shiping and Mr. Xie Guangyuan were elected as non employee representative supervisors of the Fourth Board of supervisors of the company by cumulative voting. Together with the employee representative supervisor Mr. Liao Shibo, they formed the Fourth Board of supervisors of the company, with a term of office of three years, which took effect from the date of adoption of this general meeting of shareholders. The voting details are as follows:
3.01 elect Mr. He Shiping as the non employee representative supervisor of the Fourth Board of supervisors of the company
Total voting:
Agreed to 83984067 shares, accounting for 762011% of the shares held by all shareholders attending the meeting;
Voting of minority shareholders:
The minority shareholders agreed to attend the meeting with 829899% of the shares held by them;
Voting result: adopted.
3.02 elect Mr. Xie Guangyuan as the non employee representative supervisor of the Fourth Board of supervisors of the company
Total voting:
Agreed to 83984068 shares, accounting for 762011% of the shares held by all shareholders attending the meeting;
Voting of minority shareholders:
8231829 shares were approved, accounting for 998920% of the shares held by minority shareholders attending the meeting;
Voting result: adopted.
4. Deliberated and adopted the proposal on the remuneration scheme of the fourth session of directors and supervisors of the company
Total voting:
Agree to 110213532 shares, accounting for 999998% of the shares held by all shareholders attending the meeting;
Against 200 shares, accounting for 0.0002% of the shares held by all shareholders attending the meeting;
Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.
Voting of minority shareholders:
8240529 shares were approved, accounting for 999976% of the shares held by minority shareholders attending the meeting;
Against 200 shares, accounting for 0.0024% of the shares held by minority shareholders attending the meeting;
Abstained 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
Voting result: adopted.
4、 Legal opinions issued by lawyers
Lawyer Wang Meng and lawyer Li Tong of Beijing Kangda law firm witnessed the shareholders' meeting and issued the legal opinion of Beijing Kangda law firm on the first extraordinary shareholders' meeting in Shenzhen Jingquanhua Electronics Co.Ltd(002885) 2022. The concluding opinion is: our lawyers believe that the convening and convening procedures, the qualifications of conveners and attendees, voting procedures and voting results of the meeting comply with the company law The provisions of laws, administrative regulations, departmental rules, normative documents and the articles of association are legal and effective.
5、 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 of Beijing Kangda law firm on the first extraordinary general meeting of shareholders in Shenzhen Jingquanhua Electronics Co.Ltd(002885) 2022;
3. Other documents required by Shenzhen Stock Exchange.
Shenzhen Jingquanhua Electronics Co.Ltd(002885) board of directors March 23, 2022
