Securities code: Gotion High-Tech Co.Ltd(002074) securities abbreviation: Gotion High-Tech Co.Ltd(002074) Announcement No.: 2022049 Gotion High-Tech Co.Ltd(002074)
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 any change in the resolutions of previous general meetings of shareholders.
1、 Convening and attendance of the meeting
(I) convening of the meeting
1. Meeting time
(1) On site meeting time: 14:00 PM, May 23, 2022 (Monday)
(2) Online voting time: the voting time through the trading system of Shenzhen stock exchange is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 23, 2022; The voting time through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on May 23, 2022.
2. Venue of the on-site meeting: Gotion High-Tech Co.Ltd(002074) conference hall, 566 Huayuan Avenue, Baohe District, Hefei City, Anhui Province.
3. Convener: the board of directors of the company.
4. Meeting method: the shareholders’ meeting is held by combining on-site voting and online voting. 5. Moderator: Mr. Li Zhen, chairman.
6. Legality and compliance of the meeting: the convening, convening and voting procedures of the general meeting of shareholders 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, regulations and normative documents, as well as the relevant provisions of the articles of association.
(II) attendance at the meeting
1. A total of 246 shareholders and shareholders’ representatives attended the shareholders’ meeting, representing 605065865 voting shares of the company, accounting for 424366% of the total voting shares of the company (excluding the number of shares repurchased in the company’s repurchase account as of the equity registration date, the same below).
Among them, according to the shareholders’ agreement signed on May 28, 2020 between Volkswagen (China) Investment Co., Ltd. (hereinafter referred to as “Volkswagen China”) and Zhuhai GuoXuan Trading Co., Ltd. (now renamed as “Nanjing GuoXuan Holding Group Co., Ltd”, hereinafter referred to as “GuoXuan holding”), Mr. Li Zhen and Mr. Li chenxiansheng (GuoXuan holding, Mr. Li Zhen and Mr. Li Chen, hereinafter collectively referred to as “Founding shareholders”), On the premise of meeting the provisions of the shareholders’ agreement, within 36 months from the date when the relevant shares involved in Volkswagen China’s strategic investment in the company are registered in the name of Volkswagen China or within a longer period determined by Volkswagen China itself, Volkswagen China will irrevocably give up the voting rights of some of the company’s shares held by Volkswagen China, so that the voting rights proportion of Volkswagen China is at least 5% lower than that of the founding shareholders. The number of voting shares held by the founder’s shareholders on the equity registration date is 286750435. According to the power of attorney issued by Volkswagen China on the general meeting of shareholders, the number of voting shares held by Volkswagen China is 203515043. The voting proportion of Volkswagen China is at least 5% lower than that of the founder’s shareholders, which is in line with the agreement reached by both parties on the voting arrangement.
(1) On site attendance
46 shareholders and shareholder representatives attended and voted at the on-site and communication meetings, representing 508847102 voting shares of the company, accounting for 356882% of the total voting shares of the company.
(2) Online voting
200 shareholders participated in online voting, representing 96218763 voting shares of the company, accounting for 6.7483% of the total voting shares of the company.
(3) Information of small and medium-sized investors (other than directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the company’s shares) participating in the voting
A total of 238 small and medium-sized investors participated in the voting at the shareholders’ meeting, representing 114328887 voting shares of the company, accounting for 8.0185% of the total voting shares of the company.
2. On April 29, 2022, the company opened the website at www.cn.info.com.cn The announcement on the public solicitation of voting rights by independent directors was published. Mr. Sun Zhe, the independent director of the company, as the soliciter, solicited voting rights from all shareholders on the proposals related to the 2022 stock option incentive plan considered at the 2021 annual general meeting of the company in accordance with the relevant provisions of the measures for the administration of equity incentive of listed companies and the entrustment of other independent directors. As of the end of the solicitation time, Mr. Sun Zhe, an independent director, has not received the entrustment of voting rights from shareholders.
3. The directors, supervisors and senior managers of the company and the witness lawyers of Shanghai Tongli law firm attended the meeting.
2、 Matters considered at the meeting
At the meeting, the following proposals were considered and adopted by means of on-site open voting and online voting: 1. The proposal on the work report of the board of directors in 2021 was considered and adopted
604744302 shares were approved, accounting for 999469% of the total voting shares held by voting shareholders; Against Ningbo Kbe Electrical Technology Co.Ltd(300863) shares, accounting for 0.0497% of the total voting shares held by voting shareholders; 20700 shares were abstained, accounting for 0.0034% of the total voting shares held by voting shareholders.
2. Deliberated and adopted the proposal on the work report of the board of supervisors in 2021
604744302 shares were approved, accounting for 999469% of the total voting shares held by voting shareholders; Against Ningbo Kbe Electrical Technology Co.Ltd(300863) shares, accounting for 0.0497% of the total voting shares held by voting shareholders; 20700 shares were abstained, accounting for 0.0034% of the total voting shares held by voting shareholders.
3. Deliberated and passed the proposal on the financial final accounts report of 2021
604728402 shares were approved, accounting for 999442% of the total voting shares held by voting shareholders; 308363 opposed shares, accounting for 0.0510% of the total voting shares held by voting shareholders; 29100 shares abstained, accounting for 0.0048% of the total voting shares held by voting shareholders.
4. The proposal on 2021 annual report and its summary was deliberated and adopted
604728402 shares were approved, accounting for 999442% of the total voting shares held by voting shareholders; Against 308363 shares, accounting for 0.0510% of the total voting shares held by voting shareholders; 29100 shares abstained, accounting for 0.0048% of the total voting shares held by voting shareholders.
5. The proposal on the special report on the deposit and use of raised funds in 2021 was reviewed and approved, and 604738402 shares were agreed, accounting for 999459% of the total voting shares held by voting shareholders; Against 308363 shares, accounting for 0.0510% of the total voting shares held by voting shareholders; Abstained 19100 shares, accounting for 0.0032% of the total voting shares held by voting shareholders.
Among them, the voting of small and medium-sized investors is 114001424 shares, accounting for 997136% of the total voting shares held by small and medium-sized investors; Against 308363 shares, accounting for 0.2697% of the total voting shares held by small and medium-sized investors participating in the voting; 19100 shares were abstained, accounting for 0.0167% of the total voting shares held by small and medium-sized investors participating in the voting.
6. The proposal on 2021 annual profit distribution plan was deliberated and adopted
604656282 shares were approved, accounting for 999323% of the total voting shares held by voting shareholders; 401183 opposed shares, accounting for 0.0663% of the total voting shares held by voting shareholders; 8400 shares abstained, accounting for 0.0014% of the total voting shares held by voting shareholders.
Among them, the voting of small and medium-sized investors is 113919304 shares, accounting for 996418% of the total voting shares held by small and medium-sized investors participating in the voting; 401183 shares opposed, accounting for 0.3509% of the total voting shares held by small and medium-sized investors participating in the voting; 8400 shares were abstained, accounting for 0.0073% of the total voting shares held by small and medium-sized investors participating in the voting.
7. Deliberated and passed the proposal on the prediction of daily connected transactions in 2022
Affiliated shareholders Nanjing GuoXuan Holding Group Co., Ltd., Li Zhen, Li Chen, Zhang Hongli, Wang Qiang and Volkswagen (China) Investment Co., Ltd. have avoided voting on this proposal.
113152174 shares were approved, accounting for 997120% of the total voting shares held by voting shareholders; Against 318363 shares, accounting for 0.2805% of the total voting shares held by voting shareholders; 8400 shares abstained, accounting for 0.0074% of the total voting shares held by voting shareholders.
Among them, the voting situation of small and medium-sized investors is 113114174 shares, accounting for 997120% of the total voting shares held by small and medium-sized investors participating in the voting; Against 318363 shares, accounting for 0.2806% of the total voting shares held by small and medium-sized investors participating in the voting; 8400 shares were abstained, accounting for 0.0074% of the total voting shares held by small and medium-sized investors participating in the voting.
8. Deliberated and passed the proposal on applying for comprehensive credit line in 2022
592072951 shares were approved, accounting for 978526% of the total voting shares held by voting shareholders; 1462842% of the total voting shares held by shareholders against the voting rights; waiver
9. The proposal on the prediction of guarantee amount in 2022 was deliberated and adopted
This proposal is a special resolution of the general meeting of shareholders, which has been deliberated and adopted by more than 2 / 3 of the voting rights held by the shareholders attending the general meeting of shareholders. Related shareholders Zhang Hongli and Wang Qiang have avoided voting on this proposal.
598933125 shares were approved, accounting for 992031% of the total voting shares held by voting shareholders; Against 4787190 shares, accounting for 0.7929% of the total voting shares held by voting shareholders; 24100 shares abstained, accounting for 0.0040% of the total voting shares held by voting shareholders.
Among them, the voting situation of small and medium-sized investors is 108629647 shares, accounting for 957588% of the total voting shares held by small and medium-sized investors participating in the voting; Against 4787190 shares, accounting for 4.2200% of the total voting shares held by small and medium-sized investors participating in the voting; 24100 shares were abstained, accounting for 0.0212% of the total voting shares held by small and medium-sized investors participating in the voting.
10. Deliberated and passed the proposal on renewing the appointment of accounting firms in 2022
604520102 shares agreed, accounting for 999098% of the total voting shares held by voting shareholders; Against 346863 shares, accounting for 0.0573% of the total voting shares held by voting shareholders; 198900 shares abstained, accounting for 0.0329% of the total voting shares held by voting shareholders.
Among them, the voting situation of small and medium-sized investors is 113783124 shares, accounting for 995226% of the total voting shares held by small and medium-sized investors participating in the voting; Against 346863 shares, accounting for 0.3034% of the total voting shares held by small and medium-sized investors participating in the voting; 198900 shares were abstained, accounting for 0.1740% of the total voting shares held by small and medium-sized investors participating in the voting.
11. The proposal on closing projects invested with raised funds and permanently replenishing the surplus raised funds with working capital was deliberated and adopted
604765002 shares agreed, accounting for 999503% of the total voting shares held by voting shareholders; Against Ningbo Kbe Electrical Technology Co.Ltd(300863) shares, accounting for 0.0497% of the total voting shares held by voting shareholders; Abstain from 0 shares, accounting for 0.0000% of the total voting shares held by voting shareholders.
Among them, the voting of small and medium-sized investors is 114028024 shares, accounting for 997368% of the total voting shares held by small and medium-sized investors participating in the voting; Against Ningbo Kbe Electrical Technology Co.Ltd(300863) shares, accounting for 0.2632% of the total voting shares held by voting shareholders; Abstain from 0 shares, accounting for 0.0000% of the total voting shares held by voting shareholders.
12. The proposal on changing the purpose of raised funds was deliberated and passed
604732082 shares were approved, accounting for 999448% of the total voting shares held by voting shareholders; 333783 opposed shares, accounting for 0.0552% of the total voting shares held by voting shareholders; Abstain from 0 shares, accounting for 0.0000% of the total voting shares held by voting shareholders.
Among them, the voting situation of small and medium-sized investors is 113995104 shares, accounting for 997081% of the total voting shares held by small and medium-sized investors participating in the voting; 333783 opposed shares, accounting for 0.2919% of the total voting shares held by voting shareholders; Abstain from 0 shares, accounting for 0.0000% of the total voting shares held by voting shareholders.
13. The proposal on capital increase and related party transactions of MCC new energy, a joint-stock company, was deliberated and adopted
Related shareholder Zhang Hongli
