Securities code: 000671 securities abbreviation: Yango Group Co.Ltd(000671) Announcement No.: 2022-016
Announcement of the resolution of the first extraordinary general meeting of shareholders in 2022
The company and all members of the board of directors guarantee that the information disclosure is true, accurate and complete without false records, misleading statements or major omissions.
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1. No proposal was added, rejected or modified at this shareholders’ meeting;
2. This general meeting of shareholders does not involve changing the resolutions passed at the previous general meeting of shareholders;
3. After the deliberation and approval of the 21st extraordinary general meeting of shareholders in 2018, the company decided to use self raised funds to repurchase the company’s shares in the form of centralized bidding transaction. As of the date of this equity registration, the total share capital of the company is 4140382950 shares, of which 24300509 shares have been repurchased by the company. These repurchased shares do not enjoy voting rights, and the total number of effective voting shares of the company is 4116082441 shares.
1、 Convening and attendance of the meeting
(I) convening of the meeting
1. Meeting time:
On site meeting time: 14:30 p.m. on Wednesday, January 26, 2022;
Online voting time: January 26, 2022. The specific 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 26, 2022; The specific time of online voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on January 26, 2022.
2. Venue of the on-site meeting: conference room on the 18th floor of sunshine holding building, No. 1058, Yangshupu Road, Yangpu District, Shanghai;
3. Holding method: combination of on-site voting and online voting;
4. Convener: the board of directors of the company;
5. Moderator: Mr. Lin Tengjiao, chairman of the board of directors of the company;
6. Equity registration date: January 21, 2022;
7. The meeting was held in accordance with the provisions of the company law, the stock listing rules and the articles of association of the company.
(II) attendance at the meeting
A total of 59 shareholders and shareholders’ proxies (including shareholders attending the on-site meeting and voting through the online voting system) participated in the voting at this meeting, representing 946810286 shares, accounting for 23.0027% of the total effective voting shares of the company.
Among them, there are 4 shareholders and their proxies participating in the on-site voting (all entrusted the Secretary of the company to attend the voting), representing 598535097 shares, accounting for 14.5414% of the total number of effective voting shares of the company; A total of 55 shareholders and shareholders’ proxies participated in online voting, representing 348275189 shares, accounting for 8.4613% of the total effective voting shares of the company.
The directors, supervisors and senior managers of the company also attended the shareholders’ meeting. The witness lawyers of Beijing Dacheng (Fuzhou) law firm attended and witnessed the shareholders’ meeting.
2、 Deliberation and voting of proposals
The general meeting of shareholders deliberated on the proposals listed in the announcement. Proposal 1 of the meeting related shareholders avoided voting; Proposal 2 of this meeting is a special proposal, which must be approved by more than two-thirds of the total number of effective voting shares held by shareholders attending the meeting. The meeting adopted a combination of on-site open voting and online voting, and made the following resolutions:
(I) deliberated and passed the proposal on the plan of controlling shareholders and related parties to terminate the implementation of the share increase plan of the company; Total voting: 352966436 shares were approved, accounting for 99.9498% of the valid voting shares held by all shareholders attending the meeting; 177300 opposed shares, accounting for 0.0502% of the valid 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.
Among them, the voting results of minority shareholders were: 46238610 shares were agreed, accounting for 99.6180% of the shares held by minority shareholders attending the meeting; 177300 shares opposed, accounting for 0.3820% of the shares held by minority shareholders attending the meeting; Abstain from 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 number of valid voting shares held by shareholders attending the meeting, it is passed by voting.
(II) deliberated and passed the proposal on the change of guarantee for Huzhou Rongyang real estate, a joint-stock subsidiary; Total voting: 943900773 shares were approved, accounting for 99.6927% of the valid voting shares held by all shareholders attending the meeting; Against 2903013 shares, accounting for 0.3066% of the valid 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.
Among them, the voting results of minority shareholders were: 43506397 shares were agreed, accounting for 93.7316% of the shares held by minority shareholders attending the meeting; Against 2903013 shares, accounting for 6.2543% of the shares held by minority shareholders attending the meeting; 6500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0140% of the shares held by minority shareholders attending the meeting.
Voting result: if the number of approved shares reaches more than two-thirds of the total number of valid voting shares held by shareholders attending the meeting, it is passed by voting.
3、 Legal opinions issued by lawyers
(I) name of law firm: Beijing Dacheng (Fuzhou) law firm;
(II) name of Lawyer: Qi Wei, Chen Wei;
(III) concluding comments: the convening and convening procedures, the qualifications of the participants, the qualifications of the convener, the voting procedures and the voting results of this general meeting of shareholders are in accordance with the provisions of the company law, the securities law, the rules of the general meeting of shareholders and the articles of Association of the company. The resolutions of this general meeting of shareholders are legal and effective.
4、 Documents for future reference
(I) the minutes and resolutions of the general meeting of shareholders signed by the directors of the company;
(II) legal opinion on the first extraordinary general meeting of shareholders in Yango Group Co.Ltd(000671) 2022 issued by Beijing Dacheng (Fuzhou) law firm for this general meeting of shareholders.
It is hereby announced.
Yango Group Co.Ltd(000671) board of directors
January 27, 2002
