Securities code: Bank Of Ningbo Co.Ltd(002142) securities abbreviation: Bank Of Ningbo Co.Ltd(002142) Announcement No.: 2022023 preferred stock code: 140001, 140007 preferred stock abbreviation: ningxingyou 01, ningxingyou 02 Bank Of Ningbo Co.Ltd(002142)
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 change the resolution of the previous general meeting of shareholders.
1、 Convening and attendance of the general meeting of shareholders
(I) convening of the meeting
1. Meeting time:
(1) On site meeting time: 15:30 p.m. on Wednesday, May 18, 2022.
(2) Online voting time: 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 voting time through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on May 18, 2022.
2. Meeting place: Bank Of Ningbo Co.Ltd(002142) head office building (No. 345, Ningdong Road, Yinzhou District, Ningbo).
3. Convening method: the combination of on-site voting and online voting is adopted.
4. Convener: Bank Of Ningbo Co.Ltd(002142) (hereinafter referred to as “the company”) the board of directors. 5. Moderator: Mr. Lu Huayu, chairman of the company.
The meeting was held in accordance with the company law of the people’s Republic of China and the Bank Of Ningbo Co.Ltd(002142) articles of Association (hereinafter referred to as the articles of association).
(II) attendance and non voting at the meeting
A total of 313 shareholders and authorized representatives of shareholders attended the general meeting, representing 4054677590 voting shares, accounting for 614011% of the total 6 Beijing Konruns Pharmaceutical Co.Ltd(603590) 792 voting shares of the company. Among them, 4 shareholders and their authorized representatives attended the on-site meeting, representing 3266088252 voting shares, accounting for 494593% of the total voting shares of the company; 309 shareholders and their authorized representatives attended the meeting through online voting, representing 788589338 voting shares, accounting for 119418% of the total voting shares of the company. Some directors, supervisors, senior managers and representatives of the recommendation institution of the company attended and attended the meeting as nonvoting delegates. Lawyers from Zhejiang boning law firm witnessed the meeting.
2、 Deliberation and voting of proposals
The shareholders’ meeting adopted a combination of on-site voting and online voting, and considered and adopted the following proposals:
1、 The Bank Of Ningbo Co.Ltd(002142) 2021 annual work report of the board of directors was considered and adopted by ordinary resolution.
2、 The annual report of Bank Of Ningbo Co.Ltd(002142) 2021 was considered and adopted by ordinary resolution.
3、 The financial final accounts report of Bank Of Ningbo Co.Ltd(002142) 2021 and the financial budget plan of 2022 were reviewed and approved by ordinary resolution.
4、 The profit distribution plan for Bank Of Ningbo Co.Ltd(002142) 2021 was reviewed and approved by ordinary resolution. The profit distribution plan of the company in 2021 is: 10% of the net profit in 2021 is allocated to the statutory reserve fund of 1786 million yuan; According to the provisions of the measures for the administration of reserve provision of financial enterprises (CJ [2012] No. 20) issued by the Ministry of finance, the general reserve of 3150 million yuan is withdrawn according to the difference of 1.5% of the company’s ending balance of risk assets in 2021; Distribute cash dividends to ordinary shareholders registered after the closing of the market on the equity distribution registration date, and distribute cash dividends of 5 yuan (including tax) for every 10 shares.
5、 The proposal on hiring an external audit institution was considered and passed by ordinary resolution. 6、 The implementation of related party transactions in Bank Of Ningbo Co.Ltd(002142) 2021 and the work plan for 2022 were reviewed and adopted by ordinary resolution. As this proposal involves related party transactions, in accordance with the articles of association and relevant provisions, the related shareholders involved in this proposal abstain from voting.
7、 The proposal on electing Mr. Luo Weikai as a director of Bank Of Ningbo Co.Ltd(002142) the seventh board of directors was deliberated and passed by ordinary resolution.
The qualification of Mr. Luo Weikai shall take effect from the date of approval by the regulatory authority. Considering this appointment, the number of directors concurrently serving as senior managers of the company in the board of directors does not exceed half of the total number of directors of the company.
8、 The special report on the deposit and actual use of Bank Of Ningbo Co.Ltd(002142) raised funds was reviewed and approved by ordinary resolution.
9、 The proposal on Amending the Bank Of Ningbo Co.Ltd(002142) articles of association was considered and passed by special resolution.
10、 The amendment of Bank Of Ningbo Co.Ltd(002142) was considered and adopted by ordinary resolution
Proposal on the rules of procedure of the general meeting of shareholders.
11、 The amendment of Bank Of Ningbo Co.Ltd(002142) Co., Ltd. was deliberated and adopted by ordinary resolution
Proposal on the rules of procedure of the board of directors of the company.
12、 The Bank Of Ningbo Co.Ltd(002142) 2021 was deliberated and adopted by ordinary resolution
Annual work report of the board of supervisors.
13、 The general resolution was adopted
Annual performance evaluation report of the board of directors and directors.
14、 The Bank Of Ningbo Co.Ltd(002142) 2021 was deliberated and adopted by ordinary resolution
Annual performance evaluation report of the board of supervisors and supervisors.
15、 The Bank Of Ningbo Co.Ltd(002142) 2021 was deliberated and adopted by ordinary resolution
Annual performance evaluation report of senior management and senior managers.
16、 The Bank Of Ningbo Co.Ltd(002142) 2021 was deliberated and adopted by ordinary resolution
Annual capital management performance evaluation report.
At the same time, the meeting heard the report of the board of supervisors on the audit of the company’s external audit institution in 2021
Opinions on accounting report and statement of independent directors in Bank Of Ningbo Co.Ltd(002142) 2021
Post employment report.
The above ninth proposal is a special resolution, which has been approved by the shareholders attending the general meeting of shareholders
More than 2 / 3 of the total number of valid voting rights held; Other motions are ordinary resolutions and have been approved
It was approved by more than 1 / 2 of the total effective voting rights held by shareholders attending the general meeting of shareholders.
The specific voting results of the shareholders’ meeting on various proposals are as follows:
Agree to oppose the abstention voting proposal serial number proposal name result shares / votes proportion shares proportion shares proportion
Proposal I Bank Of Ningbo Co.Ltd(002142) 2021 board of directors 4054255367999896% 129130.0003% 4093100.0101% passed and reported
Proposal II Bank Of Ningbo Co.Ltd(002142) 2021 annual report 4054256867999896% 114130.0003% 4093100.0101% passed
Proposal III Bank Of Ningbo Co.Ltd(002142) 2021 financial statement 4053764229999775% 5040510.0124% 4093100.0101% approval report and 2022 financial budget plan
Proposal IV Bank Of Ningbo Co.Ltd(002142) 2021 profit distribution 4054655977999995% 213130.0005% 300 0.0000% passed
Proposal 5: the proposal on hiring external audit institutions 4051526359999223% 9457790.0233% 22054520.0544% passed
Proposal VI Bank Of Ningbo Co.Ltd(002142) 2021 implementation of 858651902998231% 153130.0018% 15062200 0.1751% related party transactions and 2022 work plan
Proposal 7: the proposal on electing Mr. Luo Weikai as a director of the seventh board of directors of Bank Of Ningbo Co.Ltd(002142) Co., Ltd. 3884786612958100% 1698909784.1900% 0.0000%
Proposal VIII Bank Of Ningbo Co.Ltd(002142) raised funds deposit and actual 4054256867999896% 114130.0003% 4093100.0101% pass the special report on the use
Proposal 9: the 4054519902999961% 1576880.0039% 0.0000% proposal on Amending the Bank Of Ningbo Co.Ltd(002142) articles of association was passed
Proposal 10 proposal on Amending the rules of procedure adopted by Bank Of Ningbo Co.Ltd(002142) general meeting of shareholders 4054666177999997% 114130.0003% 0.0000%
Proposal Xi proposal on Amending the rules of procedure adopted by Bank Of Ningbo Co.Ltd(002142) board of directors 4054666177999997% 114130.0003% 0.0000%
Proposal XII Bank Of Ningbo Co.Ltd(002142) 2021 annual meeting of the board of supervisors 4054256867999896% 114130.0003% 4093100.0101% passed and made a report
Proposal XIII Bank Of Ningbo Co.Ltd(002142) 2021 annual board of directors and 4054256867999896% 4013 0.0001% 4167100.0103% passed the director performance evaluation report
Proposal 14 Bank Of Ningbo Co.Ltd(002142) 2021 board of supervisors and 4054256867999896% 4013 0.0001% 4167100.0103% passed the performance evaluation report of supervisors
Proposal XV Bank Of Ningbo Co.Ltd(002142) 2021 senior management 4054256867999896% 4013 0.0001% 4167100.0103% passed the performance evaluation report of management and senior management
Proposal 16 Bank Of Ningbo Co.Ltd(002142) 2021 annual capital management 4054256867999896% 4013 0.0001% 4167100.0103% passed the performance evaluation report
In accordance with relevant regulatory provisions, the shareholders’ meeting held a meeting on the opinions of small and medium-sized investors on the following proposals
The votes will be counted separately as follows:
Agree to oppose the abstention voting proposal serial number proposal name result shares / votes proportion shares proportion shares proportion
Proposal IV Bank Of Ningbo Co.Ltd(002142) 2021 profit distribution 8 Jilin Expressway Co.Ltd(601518) 22999975% 213130.0025% 300 0.0000% passed
Proposal V proposal on hiring external audit institutions 857,02
