Securities code: Qiaoyin City Management Co.Ltd(002973) securities abbreviation: Qiaoyin City Management Co.Ltd(002973) Announcement No.: 2022057 bond Code: 128138 bond abbreviation: Overseas Chinese bank convertible bond
Qiaoyin City Management Co.Ltd(002973)
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 is no resolution at this shareholders’ meeting;
2. This general meeting of shareholders does not involve changing the resolutions adopted by previous general meetings of shareholders.
1、 Meetings held
1. Meeting time
On site meeting time: 15:00 pm on Wednesday, May 18, 2022.
Online voting time: May 18, 2022, in which the online voting time through the trading system of Shenzhen stock exchange is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 18, 2022; The specific time of voting through the Internet voting system platform of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 a.m. on May 18, 2022.
2. Venue: 10th floor, Offcn Education Technology Co.Ltd(002607) building, 371 Wushan Road, Tianhe District, Guangzhou.
3. The shareholders’ meeting shall be held in combination with on-site voting. 4. Convener: the board of directors of the company.
5. Moderator: Ms. Huang Jinling, director (Mr. Liu Shaoyun, chairman, was unable to preside over the shareholders’ meeting on site due to work arrangement. With the consent of more than half of the directors, Ms. Huang Jinling, director, was elected as the moderator of the shareholders’ meeting).
6. The convening, convening and voting procedures of this meeting comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Attendance at the meeting
1. General attendance of shareholders:
Seven shareholders voted on the spot and online, representing 302196403 shares, accounting for 739475% of the total shares of the listed company.
Among them, 5 shareholders voted on the spot, representing 302196103 shares, accounting for 739474% of the total shares of the listed company.
Two shareholders voted online, representing 300 shares, accounting for 0.0001% of the total shares of the listed company. 2. Overall attendance of minority shareholders:
There are 3 minority shareholders voting on site and online, representing 7425 shares, accounting for 0.0018% of the total shares of the listed company.
Among them, one minority shareholder passed the on-site voting, representing 7125 shares, accounting for 0.0017% of the total shares of the listed company.
There are 2 minority shareholders voting online, representing 300 shares, accounting for 0.0001% of the total shares of the listed company.
3. The company’s directors, supervisors and Secretary of the board of directors attended the meeting, the senior management attended the meeting as nonvoting delegates, and the lawyer of Beijing Zhonglun (Guangzhou) law firm witnessed the meeting.
3、 Deliberation and voting of proposals
After deliberation, the meeting formed the following resolutions:
1. Deliberated and adopted the proposal on the annual report of 2021 and its summary
Total voting: 302196203 shares were approved, accounting for 999999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% of the shares held by all shareholders attending the meeting; Abstain 0 shares; (among which, 0 shares were abstained 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. 2. Deliberated and adopted the proposal on the work report of the board of directors in 2021
Total voting: 302196203 shares were approved, accounting for 20% of the shares held by all shareholders attending the meeting
999999％； Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. 3. Deliberated and adopted the proposal on the work report of the board of supervisors in 2021
Total voting: 302196203 shares were approved, accounting for 999999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. 4. Deliberated and passed the proposal on the financial final accounts report of 2021
Total voting: 302196203 shares were approved, accounting for 999999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. 5. Deliberated and passed the proposal on profit distribution plan for 2021
Total voting: 302196203 shares were approved, accounting for 999999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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.
6. Deliberated and passed the proposal on the remuneration scheme of directors in 2022
6.01 the company’s 2022 annual remuneration plan for independent directors was reviewed and approved
Total voting: 302196203 shares were approved, accounting for 999999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. 6.02 the remuneration plan for non independent directors of the company in 2022 was reviewed and approved
Related shareholders Guo Beihua, Liu Shaoyun, Zhuhai Hengqin Longxin enterprise management center (limited partnership) and Han Dan avoided voting.
Total voting: 7225 shares were approved, accounting for 973064% of the total voting shares attending the meeting; 200 opposition shares, accounting for 2.6936% of the total voting shares attending the meeting; Abstain 0 shares; (among which, 0 shares were abstained by default due to non voting), accounting for 0.0000% of the total voting shares attending the meeting.
Total voting of minority shareholders: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% of the shares held by minority shareholders attending the meeting; Abstained 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.
7. Deliberated and passed the proposal on the remuneration scheme of supervisors in 2022
Total voting: 302196203 shares were approved, accounting for 999999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. 8. Deliberated and passed the proposal on the prediction of external guarantee amount in 2022
Total voting: 302196203 shares were approved, accounting for 20% of the shares held by all shareholders attending the meeting
999999％； Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. 9. Deliberated and passed the proposal on Amending the articles of Association
Total voting: 302196203 shares were approved, accounting for 999999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. This proposal is a special resolution, which has been adopted by more than two-thirds of the effective voting rights held by the shareholders attending the general meeting of shareholders.
10. The proposal on adjusting the external donation plan of Guangzhou Overseas Chinese bank charitable foundation was deliberated and adopted
Total voting: 302196203 shares were approved, accounting for 999999% of the shares held by all shareholders attending the meeting; Against 200 shares, accounting for 0.0001% 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: 7225 shares were approved, accounting for 973064% of the shares held by minority shareholders attending the meeting; Against 200 shares, accounting for 2.6936% 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. 4、 Legal opinions issued by lawyers
The shareholders’ meeting was witnessed by lawyer Jin Tao and lawyer Zhou haozhen appointed by Beijing Zhonglun (Guangzhou) law firm, and issued the legal opinion on Qiaoyin City Management Co.Ltd(002973) 2021 annual shareholders’ meeting.
The lawyer believes that the convening and convening procedures, the qualifications of the participants, the qualifications of the convener, the voting procedures and voting results of the general meeting of shareholders of the company comply with the relevant provisions of the company law, the securities law and other laws, regulations, normative documents and the articles of association of the company, and the resolutions of the general meeting of shareholders are legal and effective.
5、 Documents for future reference
1. Qiaoyin City Management Co.Ltd(002973) 2021 annual general meeting resolution.
2. Legal opinion of Beijing Zhonglun (Guangzhou) law firm on Qiaoyin City Management Co.Ltd(002973) 2021 annual general meeting of shareholders.
It is hereby announced.
Qiaoyin City Management Co.Ltd(002973) board of directors
May 2022
