Shanxi Road&Bridge Co.Ltd(000755) : announcement of resolutions of 2021 annual general meeting of shareholders

Securities code: Shanxi Road&Bridge Co.Ltd(000755) securities abbreviation: Shanxi Road&Bridge Co.Ltd(000755) Announcement No.: 202217

Shanxi Road&Bridge Co.Ltd(000755)

Announcement of resolutions of the 2021 annual general meeting of shareholders

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. There was no veto of the proposal at the general meeting of shareholders.

2. This shareholders' meeting does not involve changing the resolutions adopted at previous shareholders' meetings.

1、 Convening and attendance of the meeting

(I) convening of the meeting

1. Meeting time:

(1) On site meeting time: 9:00 on Wednesday, May 18, 2022.

(2) Online voting time: through the trading system of Shenzhen Stock Exchange, the voting time is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 18, 2022; The voting time through the Internet voting system is any time from 9:15 on May 18, 2022 to 15:00 on May 18, 2022.

2. Venue of the on-site meeting: conference room on the 12th floor of Huanneng technology building, Gaoxin street, high tech Zone, Taiyuan, Shanxi Province

3. Convening method: this meeting is held by combining on-site meeting and online voting.

4. Convener: Shanxi Road&Bridge Co.Ltd(000755) board of directors.

5. Moderator: Mr. Li Wujun, vice chairman

The convening and convening procedures of this general meeting of shareholders, the qualifications of participants and voting procedures are in line with the provisions of the company law of the people's Republic of China, the securities 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 articles of association.

(II) attendance at the meeting

The total number of shareholders and representatives of the company's shares was 1157979, accounting for 194881% of the total number of shares. Of which:

(1) Four shareholders voted on the spot, representing 1005946955 shares, accounting for 685572% of the total shares of the listed company.

(2) Nine shareholders voted online, representing 153341239 shares, accounting for 104505% of the total shares of the listed company.

(3) There are 10 minority shareholders voting on site and online, representing 30830339 shares, accounting for 2.1011% of the total shares of the listed company.

2. Directors, supervisors and senior managers of the company attended and attended the meeting as nonvoting delegates. Lawyers Ma Fei and He Yong of Shanxi Zhonglv law firm attended the shareholders' meeting and witnessed it. 2、 Deliberation and voting of proposals

The general meeting of shareholders adopts the combination of on-site voting and online voting to consider the following proposals. The deliberation and voting of the proposals are as follows:

Proposal 1 2021 annual report and summary

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0106% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Proposal 2 Work report of the board of directors in 2021

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0106% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Proposal 3 Work report of the board of supervisors in 2021

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for all shareholders attending the meeting

0.0106% of the shares; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Proposal 4 Report on the work of independent directors in 2021

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0106% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Proposal 5 Financial statement report of 2021

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0106% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Motion 6 Financial budget report for 2022

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0106% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Proposal 7 Proposal on profit distribution in 2021

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0106% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Proposal 8 Proposal on prediction of daily connected transactions in 2022

This proposal involves related party transactions. A total of 1018363494 related shareholders attended this shareholders' meeting, with a total of 1018363494 shares avoiding voting. The actual number of effective voting shares of this proposal is 140924700 shares.

Total voting: 140802000 shares were approved, accounting for 999129% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0871% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 22700 shares agreed, accounting for 156121% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 843879% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Proposal 9 Proposal on reappointment of the company's 2022 annual financial statement report and internal control audit institution

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0106% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The bill was passed.

Proposal 10 Proposal on changing the registered capital of the company and amending some contents of the articles of Association

Total voting: 1159165494 shares were approved, accounting for 999894% of the shares held by all shareholders attending the meeting; Against 122700 shares, accounting for 0.0106% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.

Total voting of minority shareholders: 30707639 shares were approved, accounting for 996020% of the shares held by minority shareholders attending the meeting; Against 122700 shares, accounting for 0.3980% of the shares held by minority shareholders attending the meeting; Abstain from 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by minority shareholders attending the meeting.

The proposal is a special resolution of the general meeting of shareholders and has been adopted by more than 2 / 3 of the voting rights held by shareholders (including shareholders' agents) attending the general meeting of shareholders.

Motion 11 Proposal on the election of non independent directors of the eighth board of directors

Voting result: adopted.

The general meeting of shareholders adopts the cumulative voting system for the election of the board of directors.

11.01 elect Mr. Wu Yi as a non independent director of the eighth board of directors.

Total voting: 1159149795 shares were approved, accounting for 999881% of the voting shares held by all shareholders attending the meeting.

Voting of minority shareholders: 30691940 shares were approved, accounting for 995511% of the voting shares held by minority shareholders attending the meeting.

11.02 elect Mr. Li Wujun as a non independent director of the eighth board of directors.

Total voting: 1159149795 shares were approved, accounting for 999881% of the voting shares held by all shareholders attending the meeting.

Voting of minority shareholders: 30691940 shares were approved, accounting for 995511% of the voting shares held by minority shareholders attending the meeting.

11.03 elect Mr. Zhou Shijun as a non independent director of the eighth board of directors.

Total voting: 1159149795 shares were approved, accounting for 999881% of the voting shares held by all shareholders attending the meeting.

Voting of minority shareholders: 30691940 shares were approved, accounting for 995511% of the voting shares held by minority shareholders attending the meeting.

11.04 elect Mr. Guo Conglin as a non independent director of the eighth board of directors.

Total voting: 1159149795

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