Securities code: Tianma Bearing Group Co.Ltd(002122) securities abbreviation: Tianma Bearing Group Co.Ltd(002122) Announcement No.: 2022018 Tianma Bearing Group Co.Ltd(002122)
Announcement on 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 general meeting of shareholders does not involve changing the resolutions adopted by previous general meetings of shareholders.
1、 Meetings held
(I) meeting time
(1) On site meeting time: 14:45, Monday, March 28, 2022
(2) Online voting time: March 28, 2022
Among them, the time for 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 March 28, 2022;
Through the Internet system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）The specific time of voting is any time during 9:15-15:00 on March 28, 2022.
(II) meeting place
Courtyard a 18, Zhichun Road, Beijing Centergate Technologies (Holding) Co.Ltd(000931) street, Haidian District, Beijing (Red Gate on the north side of Beijing Hyundai ronghua automobile) (III) convening method
The general meeting of shareholders was held by combining on-site voting and online voting
(IV) Convener
The general meeting of shareholders is convened by the board of directors of the company
(V) moderator
Mr. Wu Jianfei, chairman
(VI) legality and validity
The validity of the laws and regulations of the people’s Republic of China on the convening of the general meeting of listed companies, the articles of association and the administrative rules of the people’s Republic of China on the convening of the general meeting of listed companies and other documents of the Shenzhen Stock Exchange.
2、 Attendance at the meeting
1. General attendance of shareholders
There were 25 shareholders who voted on site and online, representing 254457316 shares, accounting for 209618% of the total shares of the listed company. Among them, one shareholder passed the on-site voting, representing 250973000 shares, accounting for 206748% of the total shares of the listed company; 24 shareholders voted online, representing 3484316 shares, accounting for 0.2870% of the total shares of the listed company.
2. Overall attendance of minority shareholders
There were 23 minority shareholders who voted on site and online, representing 3151916 shares, accounting for 0.2596% of the total shares of the listed company. Among them, there are 0 minority shareholders through on-site voting, representing 0 shares, accounting for 0.0000% of the total shares of the listed company; 23 minority shareholders voted online, representing 3151916 shares, accounting for 0.2596% of the total shares of the listed company.
3. Some directors, supervisors, witness lawyers hired by the company and other relevant persons attended the shareholders’ meeting.
3、 Deliberation and voting of proposals
After careful deliberation, the shareholders attending the meeting considered and adopted the following resolutions through the combination of on-site voting and online voting:
1. Proposal on related party transactions in 2021 and daily related party transactions in 2022
(1) Total voting: 3474716 shares were approved, accounting for 997245% of the shares held by all shareholders attending the meeting; Against 2100 shares, accounting for 0.0603% of the shares held by all shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.2152% of the shares held by all shareholders attending the meeting. (2) Total voting of minority shareholders: 3142316 shares were approved, accounting for 996954% of the shares held by minority shareholders attending the meeting; Against 2100 shares, accounting for 0.0666% of the shares held by minority shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.2380% of the shares held by minority shareholders attending the meeting.
(3) Voting result: approved, the related shareholder sihejuli Information Technology Group Co., Ltd. avoided voting. 2. Proposal on changing the domicile of the company and amending the articles of Association
(1) Total voting: 254447716 shares were approved, accounting for 999962% of the shares held by all shareholders attending the meeting; Against 2100 shares, accounting for 0.0008% of the shares held by all shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0029% of the shares held by all shareholders attending the meeting. (2) Total voting of minority shareholders: 3142316 shares were approved, accounting for 996954% of the shares held by minority shareholders attending the meeting; Against 2100 shares, accounting for 0.0666% of the shares held by minority shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.2380% of the shares held by minority shareholders attending the meeting.
(3) Voting result: adopted.
3. Proposal on Amending the rules of procedure of the general meeting of shareholders
(1) Total voting: 254447716 shares were approved, accounting for 999962% of the shares held by all shareholders attending the meeting; Against 2100 shares, accounting for 0.0008% of the shares held by all shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0029% of the shares held by all shareholders attending the meeting. (2) Total voting of minority shareholders: 3142316 shares were approved, accounting for 996954% of the shares held by minority shareholders attending the meeting; Against 2100 shares, accounting for 0.0666% of the shares held by minority shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.2380% of the shares held by minority shareholders attending the meeting.
(3) Voting result: adopted.
4. Proposal on reformulating the rules of procedure of the board of directors
(1) Total voting: 254447716 shares were approved, accounting for 999962% of the shares held by all shareholders attending the meeting; Against 2100 shares, accounting for 0.0008% of the shares held by all shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0029% of the shares held by all shareholders attending the meeting. (2) Total voting of minority shareholders: 3142316 shares were approved, accounting for 996954% of the shares held by minority shareholders attending the meeting; Against 2100 shares, accounting for 0.0666% of the shares held by minority shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.2380% of the shares held by minority shareholders attending the meeting.
(3) Voting result: adopted.
5. Proposal on reformulating the rules of procedure of the board of supervisors
(1) Total voting: 254447716 shares were approved, accounting for 999962% of the shares held by all shareholders attending the meeting; Against 2100 shares, accounting for 0.0008% of the shares held by all shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0029% of the shares held by all shareholders attending the meeting. (2) Total voting of minority shareholders: 3142316 shares were approved, accounting for 996954% of the shares held by minority shareholders attending the meeting; Against 2100 shares, accounting for 0.0666% of the shares held by minority shareholders attending the meeting; 7500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.2380% of the shares held by minority shareholders attending the meeting.
(3) Voting result: adopted.
4、 Legal opinions issued by lawyers
1. Name of law firm: Guangdong Guanghe (Beijing) law firm
2. Name of Lawyer: Yuan Zi, Du Shasha
3. Conclusion of the legal opinion: To sum up, our lawyers believe that the convening and convening procedures of the company’s general meeting of shareholders, the qualifications of the convener and attendees of the general meeting of shareholders, the voting procedures and voting results of the general meeting of shareholders comply with relevant laws, administrative regulations, departmental rules and normative documents, relevant rules of Shenzhen Stock Exchange and the articles of association, and are legal and effective.
5、 Documents for future reference
1. Tianma Bearing Group Co.Ltd(002122) resolution of the first extraordinary general meeting of shareholders in 2022;
2. Legal opinion of Guangdong Guanghe (Beijing) law firm on the first extraordinary general meeting of shareholders in Tianma Bearing Group Co.Ltd(002122) 2022.
Tianma Bearing Group Co.Ltd(002122) board of directors
March 29, 2022
