Securities code: 603677 securities abbreviation: Qijing Machinery Co.Ltd(603677) Announcement No.: 2022-002
Convertible bond Code: 113524 convertible bond abbreviation: Qijing convertible bond
Qijing Machinery Co.Ltd(603677)
Announcement of resolutions of the first extraordinary general meeting of shareholders in 2022
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
● whether there is a veto proposal at this meeting: none, the convening and attendance of the meeting
(I) time of the general meeting of shareholders: January 11, 2022
(II) place of shareholders’ meeting: meeting room 1, Meiqiao factory, No. 1, Sansheng East Road, Ninghai County, Ningbo City, Zhejiang Province (III) ordinary shareholders attending the meeting, preferred shareholders who have restored their voting rights and their shares:
1. Number of shareholders and proxies attending the meeting 9
2. The total number of voting shares (shares) held by shareholders attending the meeting is 99072598
3. The number of voting shares held by shareholders attending the meeting accounts for the company’s voting shares
66.7993% of the total number of shares (%) (IV) whether the voting method complies with the provisions of the company law and the articles of association, the chairmanship of the general meeting, etc. The general meeting of shareholders was convened by the board of directors of the company and presided over by Mr. Lu Wenxiang, chairman. Due to the repeated impact of the epidemic, the meeting was held on site in combination with video communication. The meeting adopts a combination of on-site voting and online voting. The convening, convening procedures, qualification of participants and voting procedures of the meeting comply with the relevant provisions of the company law of the people’s Republic of China and the articles of association, and the meeting is legal and valid. (V) attendance of the company’s directors, supervisors and Secretary of the board of directors 1. There are 9 incumbent directors and 9 present; 2. Three in-service supervisors of the company and two attended the meeting. Ms. Liu Huan, chairman of the board of supervisors, failed to attend the meeting due to work leave; 3. Ms. Tian Lin, Secretary of the board of directors, attended the meeting; Mr. Wang Weidong, President, Mr. Zhou Chen and Ye Ming, Vice Presidents
Mr. Qi, Mr. Wang Dongmin and Ms. Yao Liqun, chief financial officer, attended the meeting as nonvoting delegates. 2、 Deliberation of the proposal (I) non cumulative voting proposal 1. Proposal Name: proposal on Amending the raised funds management system
Outcome of deliberations: votes adopted:
Types of shareholders agree against waiver
Proportion of votes (%) proportion of votes (%) proportion of votes (%)
A shares 99072598 100.0000 0.0000 0.0000
2. Proposal Name: proposal on the company’s application for comprehensive credit line from the bank
Outcome of deliberations: votes adopted:
Types of shareholders agree against waiver
Proportion of votes (%) proportion of votes (%) proportion of votes (%)
A shares 99072598 100.0000 0.0000 0.0000
3. Proposal Name: proposal on the expected amount of foreign exchange hedging business in 2022
Outcome of deliberations: votes adopted:
Types of shareholders agree against waiver
Proportion of votes (%) proportion of votes (%) proportion of votes (%)
A shares 99072598 100.0000 0.0000 0.0000
4. Proposal Name: proposal on closing or terminating some convertible bond investment projects of the company and permanently replenishing the remaining raised funds with working capital
Outcome: adopted
Voting:
Types of shareholders agree against waiver
Proportion of votes (%) proportion of votes (%) proportion of votes (%)
A shares 99072598 100.0000 0.0000 0.0000
(II) voting of cumulative voting proposals
5. Proposal on by election of shareholder representative supervisors of the third board of supervisors of the company
The number of votes obtained accounted for
Bill No. bill Name: number of votes obtained: is it elected
Proportion of effective voting rights (%)
5.01 Wang Bing 99038303 99.9654 yes
(III) voting of less than 5% of shareholders involved in major issues
Name of the proposal: agree against abstention
Number of votes (%) number of votes (%) number of votes (%)
On foreign exchange hedging in 2022
3. Proposal of 14142940 100.0000 0.0000 0.0000 business quota
On raised investment of some convertible bonds of the company
4. Proposal on closing or terminating the project and permanently replenishing the remaining raised funds of 14142940 100.0000 0.0000 0.0000 to the working capital
5.01 Wang Bing 14108645 99.7575
（4） Explanation on the voting of proposals
According to the notice on release issued by the shareholder Ningbo Qijing Holding Co., Ltd. (hereinafter referred to as “Qijing holding”)
According to the notification letter of abandoning voting rights, Qijing holdings will abandon the company it holds from July 16, 2021
The voting rights corresponding to 43824702 shares are disclosed by the company on July 16, 2021
On the website of Shanghai Stock Exchange (www.sse. Com. CN.) And China Securities Journal, Securities Daily
Announcement on shareholders’ waiver of voting rights and change of control on Shanghai Securities News and Securities Times
(Announcement No.: 2021-064).
Therefore, the above shares are not included in the total number of voting shares of the company.
3、 Lawyer witness
1. Law firm witnessed at the shareholders’ meeting: Beijing Zhonglun (Shenzhen) law firm lawyers: Mr. Cui Hongchuan and Mr. long Zitao 2. Conclusion of lawyer witness:
Our lawyers believe that the convening and convening procedures of the general meeting of shareholders of your company comply with the provisions of laws and regulations, normative documents and the articles of association, and the qualifications of the convener and the participants, voting procedures and voting results of the general meeting of shareholders are legal and effective. 4、 List of documents for reference: resolutions of the company’s first extraordinary general meeting in 2022; Legal opinion of the company’s first extraordinary general meeting in 2022;
Qijing Machinery Co.Ltd(603677) January 12, 2022
