Securities code: Guangdong Dongpeng Holdings Co.Ltd(003012) securities abbreviation: Guangdong Dongpeng Holdings Co.Ltd(003012) Announcement No.: 2022020 Guangdong Dongpeng Holdings Co.Ltd(003012)
Announcement of the resolution of the second 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 general meeting of shareholders does not involve changing the resolutions adopted by previous general meetings of shareholders.
1、 Convening and attendance of the meeting
1. Meeting time
On site meeting time: 14:30 p.m. on Wednesday, April 27, 2022.
Online voting time: the online voting time through the trading system of Shenzhen stock exchange is the trading time on April 27, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The time for voting through the Internet voting system of Shenzhen stock exchange is 9:15 a.m. on April 27, 2022 (the day of the on-site general meeting), and the time for voting to end is 15:00 p.m. on April 27, 2022 (the day of the end of the on-site general meeting).
2. Venue of the on-site meeting: conference room, 19th floor, Dongpeng headquarters building, 127 Jihua West Road, Chancheng District, Foshan City, Guangdong Province.
3. Meeting mode: a combination of on-site voting and online voting.
4. Convener: the board of directors of the company.
5. Host of the on-site meeting: Mr. He Xinming, chairman.
6. The convening and convening of the meeting shall comply with the company law of the people’s Republic of China, the rules for the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange and other laws, administrative regulations, departmental rules, normative documents and the relevant provisions of the articles of association of the company.
7. Attendance at meetings
15 shareholders and shareholders’ agents participated in the on-site meeting and online voting of the general meeting of shareholders, representing 816569578 voting shares, and the number of voting shares held accounted for 691535% of the total number of voting shares of the company (the number of shares in the company’s special repurchase account does not enjoy voting rights, and the total number of voting shares in the general meeting of shareholders is 1180807526 shares).
Among them, the attendance of shareholders at the on-site meeting: a total of 10 shareholders and shareholders’ agents participated in the on-site meeting of the general meeting of shareholders, representing 816484778 voting shares, accounting for 691463% of the total voting shares of the company; Shareholders attending the meeting through online voting: there are 5 shareholders voting through the Internet, representing 84800 voting shares, accounting for 0.0072% of the total voting shares of the company; On April 12, 2022, the company opened the website at www.cn.info.com.cn The announcement of Guangdong Dongpeng Holdings Co.Ltd(003012) on the public solicitation of entrusted voting rights by independent directors was published. Mr. Xu Hui, the independent director of the company, as the soliciter, solicited voting rights from all shareholders on all proposals considered at the shareholders’ meeting. As of the end of the solicitation time, Mr. Xu Hui, an independent director, has not received the entrustment of voting rights from shareholders. Information of small and medium-sized investors participating in voting (except directors, supervisors, senior managers of the company and other shareholders who individually or jointly hold more than 5% of the shares of the company): there are 10 small and medium-sized investors participating in on-site voting and online voting, representing 140257700 voting shares, accounting for 118781% of the total voting shares.
The directors, supervisors, senior managers and witness lawyers of the company attended or attended the shareholders’ meeting as nonvoting delegates. 2、 Deliberation and voting of proposals
The voting method of the proposal is the combination of on-site voting and online voting. The voting results are as follows:
1. The proposal on the company’s 2022 stock option incentive plan (Draft) and its summary was deliberated and adopted.
816521078 shares were approved, accounting for 999941% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; Against 48500 shares, accounting for 0.0059% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; Abstain from 0 shares, accounting for 0% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting. The shareholders who are the incentive objects or who are related to the incentive objects have avoided voting on this proposal.
Among them, the voting of small and medium-sized investors: 140209200 shares were agreed, accounting for 999654% of the total voting shares of small and medium-sized investors and their agent representatives attending the meeting; Against 48500 shares, accounting for 0.0346% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting; Abstain from 0 shares, accounting for 0% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting. This proposal is a special resolution proposal, which has been adopted by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
2. The proposal on the management measures for the implementation and assessment of the company’s stock option incentive plan in 2022 was deliberated and adopted.
816521078 shares were approved, accounting for 999941% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; Against 48500 shares, accounting for 0.0059% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; Abstain from 0 shares, accounting for 0% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting. The shareholders who are the incentive objects or who are related to the incentive objects have avoided voting on this proposal.
The number of small and medium-sized investors and their proxies attending the meeting: 1409699% of the total number of small and medium-sized investors with voting rights, accounting for 1409699%; Against 48500 shares, accounting for 0.0346% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting; Abstain from 0 shares, accounting for 0% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting. This proposal is a special resolution proposal, which has been adopted by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
3. The proposal on requesting the general meeting of shareholders of the company to authorize the board of directors to handle matters related to equity incentive of the company in 2022 was deliberated and adopted.
816521078 shares were approved, accounting for 999941% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; Against 48500 shares, accounting for 0.0059% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; Abstain from 0 shares, accounting for 0% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting.
The shareholders who are the incentive objects or who are related to the incentive objects have avoided voting on this proposal.
Among them, the voting of small and medium-sized investors: 140209200 shares were agreed, accounting for 999654% of the total voting shares of small and medium-sized investors and their agent representatives attending the meeting; Against 48500 shares, accounting for 0.0346% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting; Abstain from 0 shares, accounting for 0% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting. This proposal is a special resolution proposal, which has been adopted by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
3、 Legal opinions issued by lawyers
1. Name of law firm: Beijing Jindu (Guangzhou) law firm
2. Name of Lawyer: Hu Yizhou, Tian Yaqian
3. Concluding comments: the convening and convening procedures of this general meeting of shareholders comply with the provisions of relevant laws, administrative regulations and the 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.
4、 Documents for future reference
1. Resolutions of the second extraordinary general meeting of shareholders of the company in 2022;
2. Legal opinion of Beijing Jindu (Guangzhou) law firm on the second extraordinary general meeting of shareholders in Guangdong Dongpeng Holdings Co.Ltd(003012) 2022;
3. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
Guangdong Dongpeng Holdings Co.Ltd(003012) board of directors April 28, 2002
