Securities code: Dalian Zhiyun Automation Co.Ltd(300097) securities abbreviation: Dalian Zhiyun Automation Co.Ltd(300097) Announcement No.: 2022035 Dalian Zhiyun Automation Co.Ltd(300097)
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 at this general meeting of shareholders;
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. Dalian Zhiyun Automation Co.Ltd(300097) (hereinafter referred to as the “company” and “listed company”) the 2021 annual general meeting of shareholders was held at 14:30 p.m. on May 19, 2022 in the conference room on the second floor of the company, No. 126 Dayang Road, Fuhai street, Bao’an District, Shenzhen. The meeting was convened by the board of directors and presided over by Mr. Shi Liquan, chairman of the board.
The shareholders’ meeting adopts the combination of on-site voting and online voting. The specific time of online voting through the trading system of Shenzhen stock exchange is: 9:15 to 9:25 a.m., 9:30 to 11:30 p.m. and 13:00 to 15:00 p.m. on May 19, 2022; The specific voting time of Shenzhen stock exchange is from 19:00 a.m. to 15:00 p.m. of May 2029.
The convening, convening and voting procedures of this general meeting of shareholders comply with the provisions of laws, regulations and normative documents such as the company law, the rules for the general meeting of shareholders of listed companies, the Listing Rules of gem shares of Shenzhen Stock Exchange and the articles of association.
2. Attendance at the meeting:
General attendance of shareholders:
There were 11 shareholders voting on site and online, representing 66072741 shares, accounting for 228982% of the total shares of the listed company.
Among them, 5 shareholders voted on the spot, representing 4222465 shares, accounting for 146323% of the total shares of the listed company.
Six shareholders voted online, representing 23851276 shares, accounting for 8.2659% of the total shares of the listed company.
Overall attendance of minority shareholders:
There were 7 minority shareholders who voted on site and online, representing 17628737 shares, accounting for 6.1094% of the total shares of the listed company.
Among them, there were 3 minority shareholders who voted on the spot, representing 17512837 shares, accounting for 6.0693% of the total shares of the listed company.
Four minority shareholders voted online, representing 115900 shares, accounting for 0.0402% of the total shares of the listed company.
(Note: since the data calculation needs to be rounded, there may be a mantissa difference between the calculated single shareholding ratio and the sum of the ratios.)
3. The directors, supervisors and senior managers of the company attended the shareholders’ meeting and witnessed the lawyers attending the shareholders’ meeting.
2、 Deliberation and voting of proposals at the meeting
The shareholders attending the meeting deliberated the following proposals by means of a combination of on-site open voting and online voting:
1. Deliberated and passed the proposal on the company’s work report of the board of directors in 2021;
Total voting:
66040041 shares were approved, accounting for 999505% of the shares held by all shareholders attending the meeting; Oppose 32700 shares, accounting for 0.0495% 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:
17596037 shares were approved, accounting for 998145% of the shares held by minority shareholders attending the meeting; Oppose 32700 shares, accounting for 0.1855% 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 passed the proposal on the company’s work report of the board of supervisors in 2021;
Total voting:
66040041 shares were approved, accounting for 999505% of the shares held by all shareholders attending the meeting; Oppose 32700 shares, accounting for 0.0495% 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:
17596037 shares were approved, accounting for 998145% of the shares held by minority shareholders attending the meeting; Oppose 32700 shares, accounting for 0.1855% 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 passed the proposal on the company’s annual report 2021 and its summary;
Total voting:
66040041 shares were approved, accounting for 999505% of the shares held by all shareholders attending the meeting; Oppose 32700 shares, accounting for 0.0495% 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:
17596037 shares were approved, accounting for 998145% of the shares held by minority shareholders attending the meeting; Oppose 32700 shares, accounting for 0.1855% 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 company’s financial final accounts report in 2021;
Total voting:
66040041 shares were approved, accounting for 999505% of the shares held by all shareholders attending the meeting; Oppose 32700 shares, accounting for 0.0495% 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:
17596037 shares were approved, accounting for 998145% of the shares held by minority shareholders attending the meeting; Oppose 32700 shares, accounting for 0.1855% 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 the company’s profit distribution plan for 2021;
Total voting:
66040041 shares were approved, accounting for 999505% of the shares held by all shareholders attending the meeting; Oppose 32700 shares, accounting for 0.0495% 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:
17596037 shares were approved, accounting for 998145% of the shares held by minority shareholders attending the meeting; Oppose 32700 shares, accounting for 0.1855% 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. The 2021 proposal on remuneration of non independent directors of the company was reviewed and approved;
Total voting:
23744204 shares were approved, accounting for 998625% of the shares held by all shareholders attending the meeting; Against 32700 shares, accounting for 0.1375% 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:
8244704 shares were approved, accounting for 996049% of the shares held by minority shareholders attending the meeting; Against 32700 shares, accounting for 0.3951% 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.
Mr. Shi Liquan, Ms. Chen Meiyu, Ms. Li Chao and Dalian Zhiyun Automation Co.Ltd(300097) – phase II employee stock ownership plan, affiliated shareholders, avoided voting on the proposal.
7. Deliberated and passed the proposal on the remuneration scheme of the company’s independent directors in 2021 and 2022;
Total voting:
66040041 shares were approved, accounting for 999505% of the shares held by all shareholders attending the meeting; Oppose 32700 shares, accounting for 0.0495% 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:
17596037 shares were approved, accounting for 998145% of the shares held by minority shareholders attending the meeting; Oppose 32700 shares, accounting for 0.1855% 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 remuneration scheme of the company’s supervisors in 2021 and 2022; Total voting:
56688708 shares were approved, accounting for 999424% of the shares held by all shareholders attending the meeting; Against 32700 shares, accounting for 0.0576% 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:
8244704 shares were approved, accounting for 996049% of the shares held by minority shareholders attending the meeting; Against 32700 shares, accounting for 0.3951% 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 related shareholder Dalian Zhiyun Automation Co.Ltd(300097) – phase II employee stock ownership plan avoided voting on the proposal.
9. Deliberated and passed the proposal on renewing the appointment of accounting firms in 2022;
Total voting:
66040041 shares were approved, accounting for 999505% of the shares held by all shareholders attending the meeting; Oppose 32700 shares, accounting for 0.0495% 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:
17596037 shares were approved, accounting for 998145% of the shares held by minority shareholders attending the meeting; Oppose 32700 shares, accounting for 0.1855% 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.
10. The proposal on the proposed purchase of directors, supervisors and senior managers’ liability insurance was deliberated and adopted.
Total voting:
23744204 shares were approved, accounting for 998625% of the shares held by all shareholders attending the meeting; Against 32700 shares, accounting for 0.1375% 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:
8244704 shares were approved, accounting for 996049% of the shares held by minority shareholders attending the meeting; Against 32700 shares, accounting for 0.3951% 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.
Mr. Shi Liquan, Ms. Chen Meiyu, Ms. Li Chao and Dalian Zhiyun Automation Co.Ltd(300097) – phase II employee stock ownership plan, affiliated shareholders, avoided voting on the proposal.
(Note: since the data calculation needs to be rounded, there may be a mantissa difference between the calculated single shareholding ratio and the sum of the ratios.)
3、 Legal opinions issued by lawyers
Lawyers Shen Qiyu and Xiong Zhihao of Guangdong Xinda law firm witnessed the shareholders’ meeting and issued legal opinions: In conclusion, Xinda lawyer believes that the convening and convening procedures of your company’s shareholders’ meeting comply with the provisions of laws, regulations and normative documents such as the company law, rules and governance standards, as well as the relevant provisions of the current articles of association, and the qualifications of the personnel attending or attending the meeting The convener’s qualification is legal and effective, the voting procedure of this general meeting of shareholders is legal, and the resolution of 3 Chalkis Health Industry Co.Ltd(000972) 021 annual general meeting of shareholders formed at the meeting is legal and effective.
4、 Documents for future reference
1. Resolutions of the 2021 annual general meeting of shareholders of the company;
2. Legal opinion on 3 Chalkis Health Industry Co.Ltd(000972) 021 annual general meeting of shareholders issued by Guangdong Xinda law firm.
It is hereby announced.
Dalian Zhiyun automation equipment Co., Ltd
