Securities code: Guangdong Dongpeng Holdings Co.Ltd(003012) securities abbreviation: Guangdong Dongpeng Holdings Co.Ltd(003012) Announcement No.: 2022048 Guangdong Dongpeng Holdings Co.Ltd(003012)
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. 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 Thursday, May 19, 2022.
Online voting time: the online voting time through the trading system of Shenzhen stock exchange is the trading time on May 19, 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 May 19, 2022 (the day of the on-site general meeting), and the time for voting to end is 15:00 p.m. on May 19, 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. Moderator: chairman he Xinming.
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 the meeting
16 shareholders and their proxies participated in the on-site meeting and online voting of the general meeting of shareholders, representing 857611378 shares with voting rights, and the number of voting shares held accounted for 727236% 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 shares with voting rights at the general meeting of shareholders is 1179275058 shares).
Among them, the attendance of shareholders at the on-site meeting: a total of 12 shareholders and shareholders’ agents participated in the on-site meeting of the general meeting of shareholders, representing 857311478 voting shares, accounting for 726982% of the total voting shares of the company; Shareholders attending the meeting through online voting: there are 4 shareholders voting through the Internet, representing 299900 voting shares, accounting for 0.0254% of the total voting shares of the company;
Situation of small and medium-sized investors participating in voting (except directors, supervisors, senior managers 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 14934200 voting shares, accounting for 126639% 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 work report of the board of directors in 2021 was considered and adopted.
857599278 shares were approved, accounting for 999986% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 900 opposed shares, accounting for 0.0001% of the total voting shares of shareholders and proxy representatives attending the meeting; 11200 shares abstained, accounting for 0.0013% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting.
2. The proposal on the work report of the board of supervisors in 2021 was deliberated and adopted.
857599278 shares were approved, accounting for 999986% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 900 opposed shares, accounting for 0.0001% of the total voting shares of shareholders and proxy representatives attending the meeting; 11200 shares abstained, accounting for 0.0013% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting.
3. The proposal on 2021 annual report and its summary was deliberated and adopted.
857599278 shares were approved, accounting for 999986% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 900 opposed shares, accounting for 0.0001% of the total voting shares of shareholders and proxy representatives attending the meeting; 11200 shares abstained, accounting for 0.0013% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting.
4. The proposal on the financial final accounts report of 2021 was deliberated and adopted.
857599278 shares were approved, accounting for 999986% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 900 opposed shares, accounting for 0.0001% of the total voting shares of shareholders and proxy representatives attending the meeting; 11200 shares abstained, accounting for 0.0013% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting.
5. The proposal on profit distribution plan for 2021 was reviewed and approved.
The company’s profit distribution plan for 2021 is as follows: Based on the total share capital on the equity registration date minus the number of shares held in the company’s repurchase account when the distribution plan is implemented in the future, the company will distribute cash dividends of 2.00 yuan (including tax) to all shareholders for every 10 shares, send 0 bonus shares (including tax), and do not convert surplus funds into share capital. The remaining undistributed profits are carried forward to the next year.
857610478 shares were approved, accounting for 999999% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 900 opposed shares, accounting for 0.0001% of the total voting shares of shareholders and 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.
Among them, the voting situation of small and medium-sized investors: 149341300 shares were agreed, accounting for 999994% of the total voting shares of small and medium-sized investors and their agent representatives attending the meeting; Against 900 shares, accounting for 0.0006% 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. 6. The proposal on renewing the appointment of accounting firms was deliberated and adopted.
857599278 shares were approved, accounting for 999986% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 900 opposed shares, accounting for 0.0001% of the total voting shares of shareholders and proxy representatives attending the meeting; 11200 shares abstained, accounting for 0.0013% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting.
Among them, the voting situation of small and medium-sized investors: 149330100 shares were agreed, accounting for 999919% of the total voting shares of small and medium-sized investors and their agent representatives attending the meeting; Against 900 shares, accounting for 0.0006% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting; 11200 shares were abstained, accounting for 0.0075% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting.
7. The proposal on the special report on the deposit and use of raised funds in 2021 was considered and adopted. 857599278 shares were approved, accounting for 999986% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 900 opposed shares, accounting for 0.0001% of the total voting shares of shareholders and proxy representatives attending the meeting; 11200 shares abstained, accounting for 0.0013% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting.
Among them, the voting situation of small and medium-sized investors: 149330100 shares were agreed, accounting for 999919% of the total voting shares of small and medium-sized investors and their agent representatives attending the meeting; Against 900 shares, accounting for 0.0006% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting; 11200 shares were abstained, accounting for 0.0075% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting.
8. The proposal on purchasing directors, supervisors and senior managers’ liability insurance was deliberated and adopted.
Agree to 149330100 shares, accounting for 999919% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 900 opposed shares, accounting for 0.0006% of the total voting shares of shareholders and proxy representatives attending the meeting; 11200 shares abstained, accounting for 0.0075% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting. Shareholders who are directors, supervisors and senior managers of the company and those who are associated with them have avoided voting on this proposal, and these shareholders have not accepted the entrustment of other shareholders to vote.
Among them, the voting situation of small and medium-sized investors: 149330100 shares were agreed, accounting for 999919% of the total voting shares of small and medium-sized investors and their agent representatives attending the meeting; Against 900 shares, accounting for 0.0006% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting; 11200 shares were abstained, accounting for 0.0075% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting.
9. The proposal on Amending the articles of association was deliberated and adopted.
857341878 shares were approved, accounting for 999686% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 269500 opposed shares, accounting for 0.0314% 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.
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.
10. The proposal on Amending the rules of procedure of the general meeting of shareholders was considered and adopted.
857341878 shares were approved, accounting for 999686% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 269500 opposed shares, accounting for 0.0314% 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.
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.
11. The proposal on Amending the rules of procedure of the board of directors was considered and adopted.
857341878 shares were approved, accounting for 999686% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 269500 opposed shares, accounting for 0.0314% 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.
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.
12. The proposal on Amending the rules of procedure of the board of supervisors was considered and adopted.
857341878 shares were approved, accounting for 999686% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 269500 opposed shares, accounting for 0.0314% 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.
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.
13. The proposal on Revising the working system of independent directors was considered and adopted.
857341878 shares were approved, accounting for 999686% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 269500 opposed shares, accounting for 0.0314% 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.
14. The proposal on Revising the decision-making system for major transactions was considered and adopted.
857341878 shares were approved, accounting for 999686% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 269500 opposed shares, accounting for 0.0314% 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.
15. The proposal on Amending the related party transaction management system was deliberated and adopted.
857341878 shares were approved, accounting for 999686% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 269500 opposed shares, accounting for 0.0314% 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.
16. The proposal on Revising the external guarantee management system was deliberated and adopted.
857341878 shares were approved, accounting for 999686% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; 269500 opposed shares, accounting for 0.0314% of the total voting shares of shareholders and shareholders’ proxy representatives attending the meeting; waiver
