Securities code: 000807 securities abbreviation: Yunnan Aluminium Co.Ltd(000807) Announcement No.: 2022-003 Yunnan Aluminium Co.Ltd(000807)
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. The shareholders' meeting did not veto the proposal.
2. This shareholders' meeting does not involve changing the resolutions adopted at previous shareholders' meetings.
1、 Convening and attendance of the meeting
(I) meeting time
1. The on-site meeting will be held at 10:00 a.m. on Wednesday, January 12, 2022
2. Online voting time: 09:15 a.m. - 15:00 p.m. on January 12, 2022
Among them, the specific time of online voting through the trading system of Shenzhen stock exchange is: 09:15-9:25 a.m., 09:30-11:30 a.m. and 13:00-15:00 p.m. on January 12, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is: 09:15 a.m. - 15:00 p.m. on January 12, 2022.
(II) site meeting place: Yunnan Aluminium Co.Ltd(000807) (hereinafter referred to as " Yunnan Aluminium Co.Ltd(000807) " or "company") conference room on the third floor.
(III) convening method: the shareholders' meeting adopts the combination of on-site voting and online voting. The company provides online voting platform to all shareholders through the trading system and Internet voting system of Shenzhen Stock Exchange. Shareholders can exercise their voting rights through the above system during online voting time.
(IV) convener: Board of directors
(V) Moderator: Mr. Zhang Zhengji, chairman
(VI) legality and compliance of the meeting: the convening and holding of the general meeting of shareholders comply with the company law, securities law, relevant rules and guidelines of China Securities Regulatory Commission and Shenzhen Stock Exchange and the articles of association. (VII) attendance at the meeting
1. 39 shareholders and their authorized representatives attended the shareholders' meeting, holding (representing) 1688975930 shares of the company, accounting for 48.7023% of the total shares of the company, in line with the provisions of the company law, the articles of association and other relevant laws and regulations. Among them, 15 shareholders and their authorized representatives attended the on-site meeting, representing 1465484354 shares, accounting for the total shares of the company
National environment friendly enterprise Yunnan Aluminium Co.Ltd(000807) · China green aluminum
42.2578% of the shares; 24 shareholders voted online, representing 223491576 shares, accounting for 6.4445% of the total shares of the company.
2. Directors, supervisors and lawyers of the company attended the meeting, and senior managers attended the meeting as nonvoting delegates.
2、 Deliberation and voting of proposals
The meeting considered and voted on the following proposals by combining on-site voting and online voting:
(I) proposal on renewing the appointment of PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) as the company's financial audit institution and internal control audit institution in 2021
Total voting:
1686746866 shares were approved, accounting for 99.8680% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders;
265200 opposition shares, accounting for 0.0157% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders; 1963864 shares were abstained, accounting for 0.1163% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders.
Voting of small and medium-sized investors:
226573912 shares were approved, accounting for 99.0258% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
Against 265200 shares, accounting for 0.1159% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
1963864 shares were abstained, accounting for 0.8583% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders.
Voting result: adopted
(II) proposal on adjusting the estimated amount of daily connected transactions in 2021
Total voting:
228728082 shares were approved, accounting for 99.9459% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders;
Against 123600 shares, accounting for 0.0540% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders; Abstained 300 shares, accounting for 0.0001% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders.
Voting of small and medium-sized investors:
It is agreed that 228679076 shares, accounting for less than 5% of the shares held at the meeting and the effective voting shares held by the authorized representatives of the shareholders
National environment-friendly enterprise Yunnan Aluminium Co.Ltd(000807) · 99.9459% of the total number of green aluminum in China;
Against 123600 shares, accounting for 0.0540% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
Abstain 300 shares, accounting for 0.0001% of the total number of valid voting shares held by shareholders with less than 5% of the shares attending the meeting and authorized representatives of shareholders.
Voting result: adopted
This proposal belongs to related party transactions, and the shareholders of related parties and the authorized representatives of shareholders have avoided voting. The shareholders of related parties are Yunnan Metallurgical Group Co., Ltd. (the controlling shareholder of the company), Aluminum Corporation Of China Limited(601600) , Ding Jilin and Jiao Yun. The number of voting shares held are 1109818170 shares, 350290778 shares, 10000 shares and 5000 shares respectively. (III) proposal on increasing the registered capital of the company
Total voting:
1688812830 shares were approved, accounting for 99.9903% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders;
162800 opposed shares, accounting for 0.0096% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders; Abstained 300 shares, accounting for 0.0001% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders.
Voting of small and medium-sized investors:
228639876 shares were approved, accounting for 99.9287% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
Against 162800 shares, accounting for 0.0712% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
Abstain 300 shares, accounting for 0.0001% of the total number of valid voting shares held by shareholders with less than 5% of the shares attending the meeting and authorized representatives of shareholders.
Voting result: adopted
The proposal is a special resolution, which has been adopted by more than 2 / 3 of the total number of valid voting shares held by shareholders attending the meeting and their authorized representatives.
(IV) proposal on Amending the articles of Association
Total voting:
1688848430 shares were approved, accounting for 99.9924% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders;
National environment friendly enterprise Yunnan Aluminium Co.Ltd(000807) · China green aluminum
127200 opposed shares, accounting for 0.0075% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders; Abstained 300 shares, accounting for 0.0001% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders.
Voting of small and medium-sized investors:
228675476 shares were approved, accounting for 99.9443% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
Against 127200 shares, accounting for 0.0556% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
Abstain 300 shares, accounting for 0.0001% of the total number of valid voting shares held by shareholders with less than 5% of the shares attending the meeting and authorized representatives of shareholders.
Voting result: adopted
The proposal is a special resolution, which has been adopted by more than 2 / 3 of the total number of valid voting shares held by shareholders attending the meeting and their authorized representatives.
(V) proposal on the company's by election of Mr. Gao Lidong as a director
Total voting:
1687621074 shares were approved, accounting for 99.9197% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders;
Against 1354556 shares, accounting for 0.0802% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders;
Abstained 300 shares, accounting for 0.0001% of the total number of valid voting shares held by shareholders attending the meeting and authorized representatives of shareholders.
Voting of small and medium-sized investors:
227448120 shares were approved, accounting for 99.4079% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
Against 1354556 shares, accounting for 0.5920% of the total number of valid voting shares held by shareholders holding less than 5% of the shares attending the meeting and authorized representatives of shareholders;
Abstain 300 shares, accounting for 0.0001% of the total number of valid voting shares held by shareholders with less than 5% of the shares attending the meeting and authorized representatives of shareholders.
Voting result: adopted
3、 Legal opinions issued by lawyers
(I) name of law firm: Yunnan Haihe law firm;
National environment friendly enterprise Yunnan Aluminium Co.Ltd(000807) · China green aluminum
(II) name of Lawyer: Guo Xiaolong, Zhou ZhangYue;
(III) concluding comments: the shareholders\' meeting was witnessed by lawyer Guo Xiaolong and lawyer Zhou ZhangYue of Yunnan Haihe law firm, and the witness opinion was issued, "The convening, convening, hosting, qualification of attendees, voting procedures and voting results of this general meeting of your company comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies and other current laws and regulations and the articles of association of your company, and the resolutions formed are legal and effective."
4、 Documents for future reference
(I) resolutions of the general meeting of shareholders signed and sealed by the directors attending the meeting;
(II) witness opinion of Yunnan Haihe law firm on Yunnan Aluminium Co.Ltd(000807) the first extraordinary general meeting of shareholders in 2022.
Yunnan Aluminium Co.Ltd(000807) board of directors
January 12, 2022
National environment friendly enterprise Yunnan Aluminium Co.Ltd(000807) · China green aluminum
