Securities code: 688058 securities abbreviation: Beijing Baolande Software Corporation(688058) Announcement No.: 2022-003 Beijing Baolande Software Corporation(688058)
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 12, 2022
(II) place of the general meeting of shareholders: room 803-806, Zhongqing building, No. 19, North East Third Ring Road, Chaoyang District, Beijing (III) 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 12
Number of ordinary shareholders 12
2. Number of voting rights held by shareholders attending the meeting 21525296
Number of voting rights held by ordinary shareholders 21525296
3. Proportion of the number of voting rights held by shareholders attending the meeting to the number of voting rights of the company
53.8132 cases (%)
Proportion of the number of voting rights held by ordinary shareholders in the number of voting rights of the company (%) 53.8132
(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 meeting was presided over by Yi Cundao, chairman of the company. The convening and convening procedures of the meeting, the qualifications of the participants, the qualifications of the convener, the voting procedures and voting results of the meeting comply with the 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 directors, supervisors and Secretary of the board of directors of the company
1. There are 7 directors in office of the company, and 7 attended by on-site or communication;
2. There are 3 in-service supervisors of the company, and 3 present by on-site or communication;
3. Mr. Zhang Jianhui, Secretary of the board of directors, attended the meeting; All senior managers attended the meeting by means of on-site or communication. 2、 Deliberation of the proposal (I) non cumulative voting proposal 1. Proposal Name: proposal on the company’s restricted stock incentive plan in 2021 (Draft) > and its summary
Outcome: adopted
Voting:
Agree against waiver
Proportion of votes of shareholder type (%) proportion of votes (%)
Common stock 21441036 99.6085 84260 0.3915 0.0000
2. Proposal Name: proposal on the company’s measures for the implementation and assessment of the restricted stock incentive plan in 2021
Outcome: adopted
Voting:
Agree against waiver
Proportion of votes of shareholder type (%) proportion of votes (%)
Common stock 21441036 99.6085 84260 0.3915 0.00003. Proposal Name: proposal on submitting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s restricted stock incentive plan in 2021
Outcome: adopted
Voting:
Agree against waiver
Proportion of votes of shareholder type (%) proportion of votes (%)
Common stock 21441036 99.6085 84260 0.3915 0.0000
(II) if major matters are involved, the voting situation of small and medium-sized investors shall be explained
I agree against abstention
Name of proposal
Sequence vote proportion (%) vote proportion (%) vote proportion (%) No
About the company
< 2021 limit
1 incentive plan for sexual shares 11036 11.5807 84260 88.4193 0.0000 plan (Draft) >
And its summary
Case
About the company
< 2021 limit
2. Stock incentive plan 11036 11.5807 84260 88.4193 0.0000 plan implementation assessment management
Discussion on management method
Case
On the proposal unit
Authorized directors of the eastern General Assembly
Council handling company
3 restricted 11036 11.5807 84260 88.4193 0.0000 stock incentive plan in 2021
Discussion on relevant matters
Note: small and medium-sized investors refer to shareholders other than directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company.
(III) explanation on the voting of proposals
1. Proposals 1, 2 and 3 of the general meeting of shareholders are special resolutions, which have been adopted by more than two-thirds of the voting rights held by shareholders or shareholder agents attending the general meeting of shareholders.
2. The votes of small and medium-sized investors were counted separately in proposals 1, 2 and 3 of the general meeting of shareholders.
3. Public solicitation of voting rights by independent directors: according to the relevant provisions of the measures for the administration of equity incentives of listed companies and the Interim Provisions on the administration of public solicitation of shareholders’ rights of listed companies, the company disclosed the announcement on public solicitation of entrusted voting rights by independent directors on the website of Shanghai Stock Exchange on December 25, 2021. Zhang Wei, an independent director, is entrusted by other independent directors as the collector to publicly solicit entrusted voting rights from all shareholders of the company on the proposals related to the restricted stock incentive plan considered at the general meeting of shareholders. During the period of soliciting proxy voting, the soliciter did not receive the shareholder’s proxy for voting rights. 3、 Lawyer witness 1. Law firm witnessed at the shareholders’ meeting: Guohao law firm (Beijing)
Lawyer: Yao Jia, Li Cong 2. Lawyer’s Witness conclusion:
The convening and convening procedures of the general meeting of shareholders of the company comply with laws, regulations, normative documents and relevant provisions of the articles of Association; The qualifications of the personnel attending the general meeting of shareholders and the convener are legal and valid; The voting procedures and results of this general meeting of shareholders comply with the provisions of relevant laws, regulations, normative documents and the articles of association, and the resolutions adopted at this general meeting of shareholders are legal and effective.
It is hereby announced.
Beijing Baolande Software Corporation(688058) board of directors January 13, 2022
