Securities code: 688030 securities abbreviation: Hillstone Networks Co.Ltd(688030) Announcement No.: 2022-001 Hillstone Networks Co.Ltd(688030)
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 the announcement, and bear legal liabilities for the authenticity, accuracy and completeness of the contents according to law. Important content: whether there is any proposal rejected at this meeting: none. Convening and attendance of the meeting
(I) time of the general meeting of shareholders: January 11, 2022
(II) place of the general meeting of shareholders: conference room (III), 1F Hillstone Networks Co.Ltd(688030) No. 181, Jingrun Road, high tech Zone, Suzhou. Information on ordinary shareholders, shareholders with special voting rights, preferred shareholders whose voting rights have been restored and the number of voting rights held:
1. Number of shareholders and proxies attending the meeting 16
Number of ordinary shareholders 16
2. Number of voting rights held by shareholders attending the meeting 82975957
Number of voting rights held by ordinary shareholders 82975957
3. Proportion of the number of voting rights held by shareholders attending the meeting to the number of voting rights of the company
Cases (%) 46.0406
Proportion of the number of voting rights held by ordinary shareholders in the number of voting rights of the company (%) 46.0406
(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. 1. Voting method
The meeting adopts a combination of on-site voting and online voting, and the voting procedures comply with the provisions of the company law of the people’s Republic of China and the Hillstone Networks Co.Ltd(688030) articles of association.
2. Convening and hosting
The meeting was convened by the board of directors of the company and presided over by the chairman, Mr. Dongping Luo. (V) attendance of directors, supervisors and Secretary of the board of directors of the company
1. There were 11 incumbent directors of the company, 10 of whom were present, and Feng Yanchun, an independent director, did not attend for personal reasons;
2. There are 3 supervisors in office and 3 present;
3. Zheng Dan, Secretary of the board of directors, attended the meeting;
4. Other senior managers attended the meeting as nonvoting delegates. 2、 Proposal review (I) non cumulative voting proposal 1. Proposal Name: proposal on Amending the articles of association and handling industrial and commercial filing
Outcome: adopted
Voting:
Agree against waiver
Type of shareholders proportion of votes proportion of votes (%) (%) (%)
Common stock 82975957 100.0000 0.0000 0.0000
2. Proposal Name: proposal on Amending the rules of procedure of the board of directors
Outcome: adopted
Voting:
Agree against waiver
Type of shareholders proportion of votes proportion of votes (%) (%) (%)
Common stock 82975957 100.0000 0.0000 0.0000
(II) cumulative voting proposal III. proposal on the election of non independent directors of the second board of directors of the company
Bill No. bill name number of votes obtained in the proportion of votes obtained to the voting right of whether to be elected on the valid list attending the meeting (%)
3.01 about election Dongping 57927454 69.8123 yes
Mr. Luo Dongping is
The second session of the board of directors of the company
Proposal of independent directors
3.02 about the election of Mr. Shang Xihe 57887454 69.7641 yes
It is the second board of directors of the company
Proposal of non independent directors
3.03 on election Timothy 57927454 69.8123 yes
Xiangming Liu (Liu Xiang)
Mr. Ming is the second member of the company
Non independent directors of the board of directors
Motion
3.04 about the election of Mr. Qiu Shaohua 57887454 69.7641 yes
It is the second board of directors of the company
Proposal of non independent directors
3.05 about the election, Mr. Yang Mei is 57887454 69.7641 yes
The second session of the board of directors of the company
Proposal of independent directors
3.06 about the election, Ms. Wang Lin is 57887454 69.7641 yes
The second session of the board of directors of the company
Proposal of independent directors
Proposal IV. proposal on the election of independent directors of the second board of directors of the company
Bill No. bill name number of votes obtained in the proportion of votes obtained to the voting right of whether to be elected on the valid list attending the meeting (%)
4.01 about the election, Mr. Li Jun is 57887454 69.7641 yes
The second independent board of directors of the company
Proposal of legislative director
4.02 about the election, Mr. Chen Wei is 57887454 69.7641 yes
The second independent board of directors of the company
Proposal of legislative director
4.03 on the election of Ms. Meng Yaping 57887454 69.7641 yes
It is the second board of directors of the company
Proposal of independent directors
Proposal v. proposal on the election of non employee representative supervisors of the second board of supervisors of the company
Bill No. bill name number of votes obtained in the proportion of votes obtained to the voting right of whether to be elected on the valid list attending the meeting (%)
About the election, Mr. Tan Hao is 57887454 69.7641
5.01 the second session of the board of supervisors of the company
Proposal of Employee Representative Supervisor
5.02 on the election of Ms. Li Hongmei 57887454 69.7641 yes
It is the second board of supervisors of the company
Non employee representative supervisors
case
(III) if major matters are involved, the voting situation of less than 5% shareholders shall be explained
Name of the proposal: agree against abstention
Number of votes (%) number of votes (%) number of votes (%)
3.01 election 11614, 99.6601
Dongping Luo (Luo 889)
Mr. Tung Ping) is a member of the company
The second session of the board of directors
Proposal of independent directors
3.02 about election Shang Xihe 11574, 99.3169
Mr. is the second 889 of the company
Non independent board of directors
Director’s proposal
3.03 election Timothy 11614, 99.6601
Xiangming Liu 889
Mr. Liu Xiangming is
The second director of the company
Non independent directors of the board of directors
bill
3.04 about the election, Qiu Shaohua 11574, 99.3169
Mr. is the second 889 of the company
Non independent board of directors
Director’s proposal
3.05 about the election of Yang Meixian 11574, 99.3169
Born in the second 889
Non independent directors of the board of directors
Motion on the matter
3.06 election of Wang linnv 11574, 99.3169
The second 889
Non independent directors of the board of directors
Motion on the matter
4.01 about the election of Li Junxian 11574, 99.3169
Born in the second 889
Independent director of the board of directors
Motion
4.02 election of Chen Weixian 11574, 99.3169
Born in the second 889
Independent director of the board of directors
Motion
4.03 election Meng Yaping 11574, 99.3169
Ms. is the second 889 of the company
Independent directors of the board of directors
Motion on the matter
(IV) explanation on the voting of proposals
1. Proposals 2, 3, 4 and 5 of the general meeting of shareholders are ordinary resolutions, which have been approved by more than half of the voting shares held by shareholders or shareholders’ agents attending the general meeting of shareholders;
2. Proposal 1 of the general meeting of shareholders is a special resolution, which has been approved by more than two-thirds of the voting shares held by the shareholders or shareholder agents attending the general meeting of shareholders;
3. The votes of small and medium-sized investors were counted separately in proposal 3 and proposal 4 of the general meeting of shareholders.
3、 Witness by lawyers 1. Law firm witnessed at the shareholders’ meeting: Beijing Jindu law firm
Lawyer: Ji Yulu, Wang Qinyu 2. Lawyer’s Witness conclusion:
The convening and convening procedures of the general meeting of shareholders of the company comply with the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other relevant laws and administrative regulations, the rules for the general meeting of shareholders of listed companies (revised in 2022) and the Hillstone Networks Co.Ltd(688030) 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. It is hereby announced.
Hillstone Networks Co.Ltd(688030) board of directors January 12, 2022
