Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) announcement of the resolution of the first extraordinary general meeting of shareholders in 2022
Securities code: 000612 securities abbreviation: Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) Announcement No.: 2022-004 Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612)
Announcement of resolutions 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. No motion was rejected at this meeting.
2. This general meeting does not involve changing the resolutions adopted at previous general meetings.
1、 Convening and attendance of the meeting
（1） Meeting time
On site meeting time: 2:30 p.m. on Tuesday, January 11, 2022.
（2） Venue: conference room on the second floor of the company on the south side of Jiaoxin Road, Daiwang Town, Macun District, Jiaozuo City, Henan Province.
（3） Holding method: the combination of on-site and online voting.
Online voting time: the specific 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 January 11, 2022; Via Internet voting system（ http://wltp.cn.info.com.cn. ）The specific time of voting is: 9:15 a.m. – 15:00 p.m. on January 11, 2022.
（4） Convener: the board of directors of the company.
（5） Moderator: Mr. Huo bin, chairman of the company, presided over the shareholders’ meeting.
（6） 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, regulations, departmental rules, normative documents and the articles of association.
（7） General situation of shareholders attending the meeting
263 shareholders voted on site and online, representing 427534539 shares, accounting for 35.8610% of the total shares of the listed company.
Among them, one shareholder voted on the spot, representing 1120686 shares, accounting for 0.0940% of the total shares of the listed company.
Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) announcement of the resolution of the first extraordinary general meeting of shareholders in 2022
262 shareholders voted online, representing 426413853 shares, accounting for 35.7670% of the total shares of the listed company.
（8） Attendance of minority shareholders (refer to other shareholders except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the company’s shares, the same below)
260 shareholders voted on the spot and online, representing 15446072 shares, accounting for 1.2956% of the total shares of the listed company.
Among them, one shareholder voted on the spot, representing 1120686 shares, accounting for 0.0940% of the total shares of the listed company.
259 shareholders voted online, representing 14325386 shares, accounting for 1.2016% of the total shares of the listed company.
（9） 7 directors and 3 supervisors attended the meeting; Five senior managers and two lawyers attended the meeting as nonvoting delegates.
2、 Deliberation and voting of proposals
（1） Proposal voting method
The proposal of this shareholders’ meeting adopts the combination of on-site voting and online voting.
（2） Voting result of proposal
1. The proposal on the prediction of daily connected transactions with Jiaozuo Wanfang Group Co., Ltd. was reviewed and adopted. The general voting results are as follows:
356270099 shares were approved, accounting for 98.0773% of the shares held by all shareholders attending the meeting; Against 6574740 shares, accounting for 1.8100% of the shares held by all shareholders attending the meeting; 409700 shares were abstained (including 53200 shares by default due to non voting), accounting for 0.1128% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
8461632 shares were approved, accounting for 54.7818% of the shares held by minority shareholders attending the meeting; Against 6574740 shares, accounting for 42.5658% of the shares held by minority shareholders attending the meeting; 409700 shares were abstained (including 53200 shares by default due to non voting), accounting for 2.6525% of the shares held by minority shareholders attending the meeting.
The number of voting shares represented by the affiliated shareholder Jiaozuo Wanfang Group Co., Ltd. and its interested affiliated shareholders was 64280000, and the affiliated shareholders avoided voting on the proposal. Affiliated relationship: affiliated shareholders are shareholders holding more than 5% of the company’s shares.
Voting results: the proposal is an ordinary resolution of the general meeting of shareholders, and the proposal has been approved by the shareholders (including shareholders) attending the general meeting of shareholders
Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) announcement of the resolution of the first extraordinary general meeting of shareholders in 2022
If more than half of the voting rights held by shareholders (including proxies) are passed, the proposal is passed by vote.
2. The proposal on purchasing directors, supervisors and senior managers’ liability insurance was deliberated and adopted
Total voting:
Agreed to 418354375 shares, accounting for 97.8528% of the shares held by all shareholders attending the meeting; Oppose 9081900 shares, accounting for 2.1242% of the shares held by all shareholders attending the meeting; 98264 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0230% of the shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
6265908 shares were approved, accounting for 40.5664% of the shares held by minority shareholders attending the meeting; Oppose 9081900 shares, accounting for 58.7975% of the shares held by minority shareholders attending the meeting; 98264 shares were abstained (including 0 shares by default due to non voting), accounting for 0.6362% of the shares held by minority shareholders attending the meeting.
Voting results: the proposal is an ordinary resolution of the general meeting of shareholders, which is adopted by more than half of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders, and the proposal is passed by vote.
3、 Legal opinions issued by lawyers
（1） Law firm: Beijing Tongshang law firm
（2） Name of Lawyer: Pan Xinggao, Yao Jin
（3） Concluding observations
Beijing Tongshang law firm accepted the entrustment of the company and appointed lawyers pan Xinggao and Yao Jin to attend the shareholders’ meeting and witness the relevant matters of the shareholders’ meeting. It is believed that the convening, convening and voting procedures of the general meeting of shareholders of the company comply with the company law, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting of the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and other laws and regulations, as well as the relevant provisions of the articles of association, and the qualifications of the persons attending and attending the meeting as nonvoting delegates and the convener of the meeting are legal and valid, The voting result is legal and valid.
4、 Documents for future reference
（1） Resolutions of the general meeting of shareholders signed and sealed by the directors, supervisors and recorders attending the meeting.
（2） Legal opinion issued by Beijing Tongshang law firm for the conference.
It is hereby announced.
Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) board of directors
January 12, 2022
