Securities code: 002997 securities abbreviation: Rayhoo Motor Dies Co.Ltd(002997) Announcement No.: 2022-002 Rayhoo Motor Dies Co.Ltd(002997)
Announcement of resolutions of the first extraordinary general meeting of shareholders in 2022
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 case of rejecting the proposal at this shareholders’ meeting.
2. This shareholders’ meeting does not involve changing the resolutions adopted at previous shareholders’ meetings.
1、 Convening and attendance of the meeting
1. Convener of the meeting: Rayhoo Motor Dies Co.Ltd(002997) (hereinafter referred to as “the company”) the board of directors; 2. Moderator: Mr. Chai Zhen, chairman of the company;
3. On site meeting time: 14:30 p.m. on Friday, January 14, 2022;
4. Site meeting place: Rayhoo Motor Dies Co.Ltd(002997) conference room;
5. Online voting time:
(1) The specific time for online voting through the trading system of Shenzhen stock exchange is the trading time on January 14, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00;
(2) Online voting through the Internet voting system of Shenzhen Stock Exchange starts at 9:15 a.m. on January 14, 2022 and ends at 3:00 p.m. on January 14, 2022.
6. Convening method: the combination of on-site meeting and online voting.
7. The convening and convening of this general meeting of shareholders comply with the provisions of the company law, rules for general meetings of shareholders of listed companies and other relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Attendance at the meeting
1. General attendance
A total of 8 voting shareholders and entrusted agents participated in the on-site meeting and online voting of the general meeting of shareholders, representing 103772144 shares, accounting for 56.5208% of the total voting shares of the listed company. Of which:
(1) There were 2 voting shareholders and entrusted agents attending the on-site meeting of the general meeting of shareholders, representing 69156400 shares, accounting for 37.6669% of the total voting shares of the listed company.
(2) A total of 6 shareholders voted through the online voting system, representing 34615744 shares, accounting for 18.8539% of the total voting shares of the listed company.
2. Attendance of small and medium-sized investors
There are 6 small and medium-sized investors (excluding directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the company’s shares), representing 7622144 shares, accounting for 4.1515% of the total voting shares of the listed company.
3. Some directors, supervisors and senior managers of the company attended the meeting. The witness lawyers of Beijing Jingtian Gongcheng law firm attended the meeting as nonvoting delegates, witnessed the meeting and issued legal opinions.
3、 Deliberation and voting of proposals
The general meeting of shareholders adopted a combination of on-site open voting and online voting, and considered and adopted the following proposals:
（1） The proposal on changing the board of directors and electing non independent directors of the third board of directors of the company was deliberated and adopted
This proposal adopts the cumulative voting system. After voting item by item, Mr. Chai Zhen, Mr. Li Lizhong, Mr. Yang benhong, Mr. Wu Chunsheng, Mr. Pang Xianwei and Mr. Luo Haibao are elected as non independent directors of the third board of directors of the company, with a term of office of three years from January 14, 2022. The voting results were as follows:
Proposal Name: number of approval votes Code: elected
1.01 elect Mr. Chai Zhen as a non independent director of the third board of directors of the company 69156402 yes
1.02 Mr. Li Lizhong was elected as a non independent director of the third board of directors of the company 69156402
1.03 Mr. Yang benhong was elected as a non independent director of the third board of directors of the company 69156402
1.04 Mr. Wu Chunsheng was elected as a non independent director of the third board of directors of the company 69156402
1.05 Mr. Pang Xianwei was elected as a non independent director of the third board of directors of the company 69156402
1.06 Mr. Luo Haibao was elected as a non independent director of the third board of directors of the company 69156402
Voting of small and medium-sized investors:
Name of proposal number of affirmative votes
code
1.01 elect Mr. Chai Zhen as a non independent director of the third board of directors 6401
1.02 elect Mr. Li Lizhong as a non independent director of the third board of directors 6401
1.03 elect Mr. Yang benhong as a non independent director of the third board of directors 6401
1.04 elect Mr. Wu Chunsheng as a non independent director of the third board of directors 6401
1.05 elect Mr. Pang Xianwei as a non independent director of the third board of directors 6401
1.06 elect Mr. Luo Haibao as a non independent director of the third board of directors 6401
（2） The proposal on changing the board of directors of the company and electing independent directors of the third board of directors of the company was deliberated and adopted
This proposal adopts the cumulative voting system. After voting item by item, Mr. Chen Yingzhi, Ms. Wang Huixia and Mr. Zhang Dalin are elected as independent directors of the third board of directors of the company, with a term of office of three years from January 14, 2022. The voting results were as follows:
Proposal Name: number of approval votes Code: elected
2.01 elect Mr. Chen Yingzhi as an independent director of the third board of directors of the company 69156402
2.02 elect Ms. Wang Huixia as the independent director of the third board of directors of the company 69156402
2.03 elect Mr. Zhang Dalin as the independent director of the third board of directors of the company 69156402
Among them, the voting of small and medium-sized investors is as follows:
Name of proposal number of affirmative votes
code
2.01 elect Mr. Chen Yingzhi as an independent director of the third board of directors 6401
2.02 elect Ms. Wang Huixia as the independent director of the third board of directors 6401
2.03 elect Mr. Zhang Dalin as the independent director of the third board of directors 6401
（3） The proposal on changing the board of supervisors of the company and electing shareholder representative supervisors of the third board of supervisors of the company was reviewed and adopted
The proposal adopts the cumulative voting system. After voting item by item, Mr. Fu Weilian, Mr. Duan guangcan and Mr. Liu Zejun are elected as the shareholder representative supervisors of the third board of supervisors of the company, with a term of office of three years from January 14, 2022.
The voting results were as follows:
Proposal Name: number of approval votes Code: elected
3.01 elect Mr. Fu Weilian as the shareholder representative supervisor of the third board of supervisors 69156402
3.02 elect Mr. Duan guangcan as the shareholder representative supervisor of the third board of supervisors of the company 69156402
3.03 elect Mr. Liu Zejun as the shareholder representative supervisor of the third board of supervisors 69156402
Among them, the voting of small and medium-sized investors is as follows:
Name of proposal number of affirmative votes
code
3.01 elect Mr. Fu Weilian as the shareholder representative supervisor of the third board of supervisors 6401
3.02 elect Mr. Duan guangcan as the shareholder representative supervisor of the third board of supervisors 6401
3.03 elect Mr. Liu Zejun as the shareholder representative supervisor of the third board of supervisors 6401
（4） The proposal on the allowance of external directors (including independent directors) of the board of directors of the company was deliberated and adopted
Voting results: 103772144 shares were approved, accounting for 100.0000% of the total number of valid voting shares attending the meeting; 0 dissenting shares, accounting for 0.0000% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting.
Voting of small and medium-sized investors:
0.0000% 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.
The proposal has been approved by more than half of the effective voting rights held by shareholders (including shareholders’ agents) attending the shareholders’ meeting, that is, it has been deliberated and approved by the ordinary resolution of the shareholders’ meeting.
（5） The proposal on allowance for external supervisors of the board of supervisors of the company was deliberated and adopted
Voting results: 103772144 shares were approved, accounting for 100.0000% of the total number of valid voting shares attending the meeting; 0 dissenting shares, accounting for 0.0000% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting. Voting of small and medium-sized investors:
Agree to 7622144, accounting for 100.0000% of the shares held by minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% 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.
The proposal has been approved by more than half of the effective voting rights held by shareholders (including shareholders’ agents) attending the shareholders’ meeting, that is, it has been deliberated and approved by the ordinary resolution of the shareholders’ meeting.
（6） The proposal on the application for credit line and guarantee from the bank by the company and its holding subsidiaries in 2022 was deliberated and adopted
Voting results: 103772144 shares were approved, accounting for 100.0000% of the total number of valid voting shares attending the meeting; 0 dissenting shares, accounting for 0.0000% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting. Voting of small and medium-sized investors:
Agree to 7622144, accounting for 100.0000% of the shares held by minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% 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.
The proposal has been approved by more than half of the effective voting rights held by shareholders (including shareholders’ agents) attending the shareholders’ meeting, that is, it has been deliberated and approved by the ordinary resolution of the shareholders’ meeting.
（7） The proposal on the prediction of daily connected transactions in 2022 was deliberated and adopted
Voting results: 76772144 shares were approved, accounting for 100.0000% of the total number of valid voting shares attending the meeting; 0 dissenting shares, accounting for 0.0000% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting.
Voting of small and medium-sized investors:
Agree to 7622144, accounting for 100.0000% of the shares held by minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% 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.
The proposal has been approved by more than half of the effective voting rights held by shareholders (including shareholders’ agents) attending the shareholders’ meeting, that is, it has been deliberated and approved by the ordinary resolution of the shareholders’ meeting.
（8） The proposal on using idle self owned funds for cash management was deliberated and adopted
Voting results: 103772144 shares were approved, accounting for 100.0000% of the total number of valid voting shares attending the meeting; 0 dissenting shares, accounting for 0.0000% of the total number of valid voting shares attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the total number of valid voting shares attending the meeting. Voting of small and medium-sized investors:
Agree to 7622144, accounting for 100.0000% of the shares held by minority shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% 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.
The proposal has been adopted by more than half of the effective voting rights held by shareholders (including shareholders’ agents) attending the shareholders’ meeting, that is, it has been considered by the ordinary resolution of the shareholders’ meeting
