Securities abbreviation: Fujian Sanmu Group Co.Ltd(000632) securities code: 000632 Announcement No.: 2022-08 Fujian Sanmu Group Co.Ltd(000632)
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.
1、 Important tips
1. No proposal was added, rejected or modified at this shareholders’ meeting;
2. This general meeting of shareholders does not involve changes to the resolutions adopted at previous general meetings of shareholders.
2、 Meetings held
1. Meeting time:
(1) On site meeting time: 14:30, Friday, January 21, 2022.
(2) Online voting time:
The time of online voting through the trading system of Shenzhen stock exchange is: 9:15 ~ 9:25 a.m., 9:30 ~ 11:30 p.m. and 13:00 ~ 15:00 p.m. on January 21, 2022.
The time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on January 21, 2022.
2. Venue: corporate conference room, 41F, IFC Fuzhou International Financial Center, No. 118, Jiangbin West Avenue, Taijiang District, Fuzhou City, Fujian Province;
3. Holding method: the combination of on-site voting and online voting;
4. Convener: the 9th board of directors of the company;
5. Moderator: Chairman Lu Shaohui;
6. The convening procedures of this meeting comply with the relevant provisions of the company law, the stock listing rules and the articles of association.
3、 Attendance at the meeting
General attendance of shareholders:
Six shareholders attended the on-site meeting and online voting, representing 149238059 shares, accounting for 32.0584% of the total shares of the listed company.
Including: 0 shareholders attending the on-site meeting; Six shareholders voted online, representing 149238059 shares, accounting for 32.0584% of the total shares of the listed company.
Overall attendance of minority shareholders:
Four minority shareholders voted online, representing 20887100 shares, accounting for 4.4868% of the total shares of the listed company.
Some directors, supervisors and senior managers of the company attended the meeting. Lawyers Lin Hui and Chen Luxin of Fujian Tianheng United (Fuzhou) law firm attended the shareholders’ meeting to witness and issue legal opinions. 4、 Consideration and voting of proposals
The shareholders’ meeting voted on the following matters by open ballot and formed relevant resolutions: proposal 1.00 proposal on adding directors of the company
1.01 elect Mr. Lin Yu as a director of the ninth board of directors of the company
Total voting: 144225159 shares were approved, accounting for 96.6410% of the total number of valid voting shares attending the general meeting of shareholders. Among them, the total voting of minority shareholders: 15874200 shares, accounting for 76.0000% of the total number of valid voting shares of minority shareholders attending the general meeting of shareholders.
1.02 elect Ms. Jiang Chunmei as a director of the ninth board of directors of the company
Total voting: 144225159 shares were approved, accounting for 96.6410% of the total number of valid voting shares attending the general meeting of shareholders. Among them, the total voting of minority shareholders: 15874200 shares, accounting for 76.0000% of the total number of valid voting shares of minority shareholders attending the general meeting of shareholders.
1.03 elect Ms. Shao Xiaohui as a director of the ninth board of directors of the company
Total voting: 144225159 shares were approved, accounting for 96.6410% of the total number of valid voting shares attending the general meeting of shareholders. Among them, the total voting of minority shareholders: 15874200 shares were agreed, accounting for 76.0000% of the total number of valid voting shares of minority shareholders attending the general meeting of shareholders.
Voting results: the proposal adopts cumulative voting system, and Mr. Lin Yu, Ms. Jiang Chunmei and Ms. Shao Xiaohui are elected as non independent directors of the ninth board of directors of the company.
Proposal 2.00 general voting of proposal on providing financial assistance for Nanping Shimao new era, a holding subsidiary:
Agreed to 149214059 shares, accounting for 99.9839% of the shares held by all shareholders attending the meeting; Against 24000 shares, accounting for 0.0161% 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.
Total voting of minority shareholders:
Agreed to 20863100 shares, accounting for 99.8851% of the shares held by minority shareholders attending the meeting; Against 24000 shares, accounting for 0.1149% 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.
Voting result: if the number of approved shares reaches more than half of the total shares held by shareholders attending the meeting, it shall be passed by voting.
Proposal 3.00 proposal on financial assistance provided by Fuqing jinshenyuan, a holding subsidiary, to its shareholders
Total voting:
Agreed to 149214059 shares, accounting for 99.9839% of the shares held by all shareholders attending the meeting; Against 24000 shares, accounting for 0.0161% 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.
Total voting of minority shareholders:
Agreed to 20863100 shares, accounting for 99.8851% of the shares held by minority shareholders attending the meeting; Against 24000 shares, accounting for 0.1149% 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.
Voting result: if the number of approved shares reaches more than half of the total shares held by shareholders attending the meeting, it shall be passed by voting.
5、 Legal opinions issued by lawyers
Lawyers Lin Hui and Chen Luxin of Fujian Tianheng United (Fuzhou) law firm issued legal opinions for the shareholders’ meeting. The lawyer believes that: Fujian Sanmu Group Co.Ltd(000632) the convening and convening procedures of the first extraordinary general meeting of shareholders in 2022 comply with the provisions of relevant laws, regulations, normative documents and the articles of association, the qualifications of the convener and attendees of the meeting are legal and valid, and the voting procedures and voting results of the meeting are legal and valid.
6、 Documents for future reference
1. Resolutions of the general meeting of shareholders;
2. Legal opinion. It is hereby announced.
Fujian Sanmu Group Co.Ltd(000632) board of directors January 22, 2022