Securities code: 300645 securities abbreviation: Zhejiang Zhengyuan Zhihui Technology Co.Ltd(300645) Announcement No.: 2022-005 bond Code: 123043 bond abbreviation: Zhengyuan convertible bond
Zhejiang Zhengyuan Zhihui Technology Co.Ltd(300645)
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 adding, changing or rejecting proposals at this shareholders’ meeting;
2. This general meeting of shareholders does not involve any change to the resolutions adopted at the previous general meeting of shareholders.
1、 Meetings held
Zhejiang Zhengyuan Zhihui Technology Co.Ltd(300645) (hereinafter referred to as “the company”) published the notice on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 2021-112) on cninfo.com on December 29, 2021.
1. Convener: the board of directors of the company.
2. Convening method: the shareholders’ meeting is held by combining on-site voting and online voting. 3. Meeting time:
(1) On site meeting time: 14:45, January 14, 2022.
(2) Online voting time:
① Online voting time of trading system of Shenzhen Stock Exchange: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on January 14, 2022.
② Shenzhen Stock Exchange Internet voting system（ http://wltp.cn.info.com.cn. ）Voting time: any time from 9:15 to 15:00 on January 14, 2022.
4. Venue of the on-site meeting: 18 / F, building a, No. 359 Zhejiang Zhengyuan Zhihui Technology Co.Ltd(300645) Shuxin Road, Yuhang District, Hangzhou, Zhejiang Province.
5. Moderator: Mr. Chen Jian, chairman of the company.
The convening, convening and voting procedures of the general meeting of shareholders comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Attendance at the meeting
The equity registration date of this shareholders’ meeting is January 11, 2022. According to the registration data of the company’s shareholders attending the meeting and the data provided by Shenzhen Securities Information Co., Ltd., there were 5 shareholders and shareholders’ agents voting at the general meeting, and the number of voting shares held by them was 50590122, accounting for 39.6303% of the total share capital of the company. Among them, 3 shareholders and their proxies attended and voted at the on-site meeting, holding 41205846 shares with voting rights, accounting for 32.2790% of the total share capital of the company; Two shareholders participated in online voting, holding 9384276 shares with voting rights, accounting for 7.3513% of the total share capital of the company. There were 2 minority shareholders attending the meeting, holding 2110667 shares with voting rights, accounting for 1.6534% of the total shares of the company
Some directors and supervisors of the company attended the shareholders’ meeting, and some senior managers and witness lawyers of the company attended the shareholders’ meeting as nonvoting delegates.
3、 Deliberation and voting of proposals
The meeting considered the proposals submitted to the general assembly for consideration, voted on the following proposals by means of on-site voting and online voting, and considered and adopted the following proposals:
1. Proposal on general election of the board of directors and nomination of candidates for non independent directors of the Fourth Board of directors
The members of the Fourth Board of directors of the company shall be elected by cumulative voting at the general meeting. The voting results are as follows: 1.01 elect Mr. Chen Jian as a non independent director of the Fourth Board of directors of the company
Voting: 50590122 shares are approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
1.02 elect Ms. Chen Ying as a non independent director of the Fourth Board of directors of the company
Voting results: 50590122 shares were approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
1.03 elect Mr. Chen genqing as a non independent director of the Fourth Board of directors of the company
Voting results: 50590122 shares were approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
1.04 elect Mr. Gong Mingyong as a non independent director of the Fourth Board of directors of the company
Voting results: 50590122 shares were approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
1.05 elect Mr. Zhu Jun as a non independent director of the Fourth Board of directors of the company
Voting results: 50590122 shares were approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
1.06 elect Mr. Zhou Junhui as a non independent director of the Fourth Board of directors of the company
Voting results: 50590122 shares were approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
2. Proposal on general election of the company’s board of directors and nomination of candidates for independent directors of the Fourth Board of directors the general meeting elects independent directors of the Fourth Board of directors of the company by cumulative voting. The voting results of the election were as follows:
2.01 elect Mr. Zhang Yaohui as an independent director of the Fourth Board of directors of the company
Voting results: 50590122 shares were approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
2.02 elect Mr. Wu Xiongwei as an independent director of the Fourth Board of directors of the company
Voting results: 50590122 shares were approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
2.03 elect Mr. Jin Xinhua as an independent director of the Fourth Board of directors of the company
Voting results: 50590122 shares were approved.
Among them, the voting situation of minority shareholders (excluding the directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is: 2110667 shares are agreed.
Voting result: elected
3. Proposal on general election of the board of supervisors and nomination of non employee representative supervisor candidates for the Fourth Board of supervisors
50590122 shares, accounting for 100.0000% of the shares held by all shareholders attending the meeting; 0 dissenting shares, accounting for 0.0000% 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.
Among them, the voting of minority shareholders (excluding directors, supervisors and senior managers of the company and shareholders who individually or jointly hold less than 5% of the company’s shares [excluding]) is as follows: 2110667 shares are agreed, 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.
4、 Witness opinion issued by lawyer
Liu Xiuhua and Zheng Shufei, lawyers of Beijing Deheng (Hangzhou) law firm, witnessed the shareholders’ meeting and gave legal opinions. They believed that the convening and convening procedures, the qualifications of attendees and conveners, the consistency between the proposals considered and the notice of the meeting, the voting procedures and voting results of the company’s shareholders’ meeting were in line with the company law In accordance with the provisions of relevant laws and regulations such as the rules for the general meeting of shareholders of listed companies and the articles of association, the resolutions formed by this general meeting of shareholders are legal and effective.
5、 Documents for future reference
1. Resolution of the first extraordinary general meeting of shareholders in 2022;
2. Legal opinions of Beijing Deheng (Hangzhou) law firm on Zhejiang Zhengyuan Zhihui Technology Co.Ltd(300645) the first extraordinary general meeting of shareholders in 2022.
It is hereby announced.
Zhejiang Zhengyuan Zhihui Technology Co.Ltd(300645) board of directors January 17, 2022
