Securities code: Ganyuan Foods Co.Ltd(002991) securities abbreviation: Ganyuan Foods Co.Ltd(002991) Announcement No.: 2022020 Ganyuan Foods Co.Ltd(002991)
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 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: 14:30 pm on Thursday, May 19, 2022 (2) online voting time: May 19, 2022. The specific time of online voting through the trading system of Shenzhen stock exchange is 9:15-9:25 am, 9:30-11:30 PM and 13:00-15:00 pm on May 19, 2022; The specific time for online voting through the Internet voting system of Shenzhen stock exchange is 09:15 a.m. to 15:00 p.m. on May 19, 2022.
2. Venue of the meeting: Ganyuan Foods Co.Ltd(002991) administrative building, Qingquan pharmaceutical and biological food industrial park, national economic and Technological Development Zone, Pingxiang City, Jiangxi Province.
3. Meeting mode: combination of on-site voting and online voting.
4. Convener of the meeting: the board of directors of the company.
5. Moderator: Mr. Yan Binsheng, chairman of the company.
The convening and convening procedures of this general meeting of shareholders comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association. (II) attendance at the meeting
1. General attendance
Five shareholders voted on the spot and online, representing 59610268 shares, accounting for 648219% of the total voting shares of the listed company.
2. Attendance at on-site meetings
Two shareholders voted on the spot, representing 58252200 shares, accounting for 633451% of the total voting shares of the listed company.
3. Online voting
Three shareholders voted online, representing 1358068 shares, accounting for 1.4768% of the total voting shares of the listed company.
4. Attendance of small and medium-sized investors
There were 3 minority shareholders who voted on site and online, representing 1358068 shares, accounting for 1.4768% of the total voting shares of the listed company. Among them, there are 0 minority shareholders who vote on site and 0 representative shares, accounting for 0.0000% of the total voting shares of the listed company.
There are 3 minority shareholders voting online, representing 1358068 shares, accounting for 1.4768% of the total voting shares of the listed company.
(as of the equity registration date of this general meeting of shareholders, the total share capital of the company is 93215831 shares. The company repurchases 1255793 shares of the company through centralized bidding trading through the special securities repurchase account. According to the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 9 – repurchases of shares) According to the relevant provisions of the shareholders’ meeting, the listed company does not enjoy the voting right of the general meeting of shareholders for the repurchase of shares in the special account, so the total number of voting shares in this general meeting of shareholders is 91960038 shares.)
The company’s directors, supervisors, senior managers and witness lawyers hired by the company attended the meeting. Among them, Zhang Jinsheng, Liu Jiangshan and Tang Zhengmei, independent directors of the company, attended the meeting by video for epidemic prevention and control reasons, and the witness lawyer hired by the company attended and witnessed the meeting by video.
2、 Deliberation and voting of proposals
According to the agenda of the meeting, the following proposals were considered and adopted by the combination of on-site open voting and online voting:
1. The work report of the board of directors in 2021 was considered and adopted
Total voting:
59610268 shares were approved, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
The independent directors of the company made a report on their work at the annual general meeting of shareholders. 2. Deliberated and adopted the work report of the board of supervisors in 2021
Total voting:
59610268 shares were approved, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
3. Reviewed and adopted the financial final accounts report for 2021
Total voting:
59610268 shares were approved, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
4. Reviewed and adopted the financial budget report for 2022
Total voting:
59610268 shares were approved, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
5. The plan on profit distribution in 2021 was considered and adopted
Total voting:
59610268 shares were approved, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
6. The proposal on changing the business scope and amending the articles of association was deliberated and adopted
Total voting:
59610268 shares were approved, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
This proposal is a special resolution proposal, which has been approved by more than two-thirds of the effective voting rights held by the shareholders attending the general meeting of shareholders.
7. The full text and summary of the 2021 annual report were considered and adopted
Total voting:
59610268 shares were approved, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
8. The remuneration plan for directors, supervisors and senior managers in 2022 was reviewed and approved
Total voting:
1358068 shares, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
This proposal involves the remuneration and assessment scheme of all directors, supervisors and senior managers. The shareholders Yan Binsheng and Yan Haiyan are the directors of the company and the related shareholders of this proposal. They have avoided voting. The total number of voting shares of the company held by them is 58252200, which is not included in the total number of voting shares of this proposal.
9. The proposal on permanently replenishing working capital by using the surplus funds of some raised investment projects was deliberated and adopted
Total voting:
59610268 shares were approved, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
10. The proposal on Employee Stock Ownership Plan (Draft) in 2022 and its summary was considered and adopted
Total voting:
Agree to 7183288 shares, accounting for 1000000% of the valid voting shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the effective voting 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 valid voting shares held by all shareholders attending the meeting.
Total voting of minority shareholders:
1358068 shares were approved, accounting for 1000000% of the valid voting shares held by the minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% of the valid voting shares held by the minority shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the valid voting shares held by minority shareholders attending the meeting.
Yan Binsheng, the shareholder, is a close relative of Yan Jian, the participant of the employee stock ownership plan of this proposal