Stock abbreviation: Wazhou B Stock code: 200706 No.: 2022-16
Wafangdian Bearing Co., LTD. 2021 Annual
General Meeting resolution notice
The Company and all directors, supervisors and senior managers guarantee that the information
disclosed is true, accurate and complete without false records, misleading statements or major
omissions.
I.Important tips
1. The meeting notice will be published in Securities Times, Hong Kong Commercial Daily and
Juchao website on April 26, 2022.
2. There was no increase, change or rejection of motions at this general meeting of shareholders.
3. This general meeting of shareholders does not involve any change to the resolutions passed
by previous general meetings of shareholders.
II. The convening of the conference
1. Time of meeting
(1) On-site meeting time: 14:30 PM, May 19, 2022 (Thursday);
(2) Online voting time: May 19, 2022. The voting time through the Shenzhen Stock Exchange
trading system is 9:15-9:25, 9:30-11:30, and 13:00-15:00 on May 19, 2022. Votes can be cast
through the Shenzhen Stock Exchange Internet Voting system at any time between 9:15 am on
May 19, 2022 and 15:00 PM on May 19, 2022.
2. On-site meeting place: Room 1004 of Tile Shaft Group
3. Meeting method: on-site ballot and online voting are combined
4. Convenor: Wafangdian Bearing Co., LTD. Board of Directors
5. Chairman: Mr. Liu Jun
6. The meeting is held in accordance with the Company Law, stock Listing Rules and articles of
Association.
III. Attendance of the meeting
1. A total of 3 shareholders and authorized representatives attended the meeting, representing
323,500,000 shares, accounting for 80.35% of the total number of voting shares of the listed
company. Among them, there is one domestic shareholder (representative), representing
244,000,000 shares, accounting for 60.60% of the total number of voting shares of the listed
company; 2 voting foreign capital stock shareholders (agent), representing 79,500,000 shares,
accounting for 19.75% of the total number of voting shares of the listed company.
(1) There are 2 shareholders and authorized representatives of shareholders attending the
meeting, representing 323,300,000 shares, accounting for 80.30% of the total number of voting
shares of the listed company.
(2) There is 1 shareholder voting through the trading system of Shenzhen Stock Exchange and
the Internet voting system, representing 200,000 shares.accounting for 0.05% of the total
number of voting shares of the listed company
The general situation of minority shareholders attending the meeting: there is 1 minority
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Stock abbreviation: Wazhou B Stock code: 200706 No.: 2022-16
shareholders voting on site and online, representing 200,000 shares,accounting for 0.05% of the
total number of voting shares of the listed company.
2. Some directors, supervisors, senior managers and hired lawyers of the company will attend
this meeting.
IV. Review and voting of bills
The general meeting of shareholders examined and approved the following motions by on-site
secret ballot and online voting. The specific voting situation is as follows:
1. Review of the 2021 Annual Board Report
323,300,000 shares, accounting for 99.94% of the total number of valid voting shares present at
the shareholders' meeting; Against 200,000 shares,accounting for 0.06% of the total number of
valid voting shares present at the shareholders' meeting; 0 shares abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of valid
voting shares of foreign shareholders attending the shareholders' meeting, and oppose 200,000
shares,accounting for0.25% of the total number of valid voting shares of foreign shareholders
attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting and 0 shares abstention.
Vote: Yes
2. Review of 2021 Report of the Board of Supervisors
323,300,000 shares, accounting for 99.94% of the total number of valid voting shares present at
the shareholders' meeting; Against 200,000 shares,accounting for 0.06% of the total number of
valid voting shares present at the shareholders' meeting; 0 shares abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of valid
voting shares of foreign shareholders attending the shareholders' meeting, and oppose 200,000
shares,accounting for0.25% of the total number of valid voting shares of foreign shareholders
attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting and 0 shares abstention.
Vote: Yes
3. Review 2021 Profit Distribution Plan
323,300,000 shares, accounting for 99.94% of the total number of valid voting shares present at
the shareholders' meeting; Against 200,000 shares,accounting for 0.06% of the total number of
valid voting shares present at the shareholders' meeting; 0 shares abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
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Stock abbreviation: Wazhou B Stock code: 200706 No.: 2022-16
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of valid
voting shares of foreign shareholders attending the shareholders' meeting, and oppose 200,000
shares,accounting for0.25% of the total number of valid voting shares of foreign shareholders
attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting and 0 shares abstention.
Vote: Yes
4. Review of the Financial And Final Accounts 2021 (audited)
323,300,000 shares, accounting for 99.94% of the total number of valid voting shares present at
the shareholders' meeting; Against 200,000 shares,accounting for 0.06% of the total number of
valid voting shares present at the shareholders' meeting; 0 shares abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of valid
voting shares of foreign shareholders attending the shareholders' meeting, and oppose 200,000
shares,accounting for0.25% of the total number of valid voting shares of foreign shareholders
attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting and 0 shares abstention.
Vote: Yes
5. Review of the 2022 Financial Budget
244,000,000 shares agree, which is accounting for 75.43% of the total number of valid voting
shares present at the shareholders' meeting; Against 79,500,000 shares，which is accounting for
24.57% of the total number of valid voting shares present at the shareholders' meeting;0 shares
abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shares oppose 79,500,000 shares, accounting for 100% of the total number of valid voting
shares of foreign shareholders attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting, and 0 shares abstention.
Vote: Yes
6. Review of the 2021 Annual Report and Summary
323,300,000 shares, accounting for 99.94% of the total number of valid voting shares present at
the shareholders' meeting; Against 200,000 shares,accounting for 0.06% of the total number of
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Stock abbreviation: Wazhou B Stock code: 200706 No.: 2022-16
valid voting shares present at the shareholders' meeting; 0 shares abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of valid
voting shares of foreign shareholders attending the shareholders' meeting, and oppose 200,000
shares,accounting for0.25% of the total number of valid voting shares of foreign shareholders
attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting and 0 shares abstention.
Vote: Yes
7. Deliberating the Proposal on the Company's Daily Related Party Transactions In 2022
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting;
Foreign shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of
valid voting shares of foreign shareholders attending the shareholders' meeting, and oppose
200,000 shares,accounting for 0.25% of the total number of valid voting shares of foreign
shareholders attending the shareholders' meeting
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for0.25% of the total number of valid voting shares present at
the shareholders' meeting and 0 shares abstention.
Vote: Yes
8. Deliberating the proposal on hiring an accounting firm of the Year 2022 and paying
audit Fees
323,300,000 shares, accounting for 99.94% of the total number of valid voting shares present at
the shareholders' meeting; Against 200,000 shares,accounting for 0.06% of the total number of
valid voting shares present at the shareholders' meeting; 0 shares abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of valid
voting shares of foreign shareholders attending the shareholders' meeting, and oppose 200,000
shares,accounting for0.25% of the total number of valid voting shares of foreign shareholders
attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting and 0 shares abstention.
Vote: Yes
9. Deliberating the Proposal on The Provision for Asset Impairment
323,300,000 shares, accounting for 99.94% of the total number of valid voting shares present at
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Stock abbreviation: Wazhou B Stock code: 200706 No.: 2022-16
the shareholders' meeting; Against 200,000 shares,accounting for 0.06% of the total number of
valid voting shares present at the shareholders' meeting; 0 shares abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of valid
voting shares of foreign shareholders attending the shareholders' meeting, and oppose 200,000
shares,accounting for0.25% of the total number of valid voting shares of foreign shareholders
attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting and 0 shares abstention.
Vote: Yes
10. Consideration of the Bill on uncovered Losses exceeding one third of the total paid-up
Capital Stock
323,300,000 shares, accounting for 99.94% of the total number of valid voting shares present at
the shareholders' meeting; Against 200,000 shares,accounting for 0.06% of the total number of
valid voting shares present at the shareholders' meeting; 0 shares abstained.
Among them, 244,000,000 domestic shares are agreed, accounting for 100% of the total number
of valid voting shares of domestic shareholders attending the shareholders' meeting; Foreign
shareholders agree on 79,300,000 shares, accounting for 99.75% of the total number of valid
voting shares of foreign shareholders attending the shareholders' meeting, and oppose 200,000
shares,accounting for0.25% of the total number of valid voting shares of foreign shareholders
attending the shareholders' meeting.
Minority shareholders (except directors, supervisors, senior managers and shareholders who
individually or collectively hold more than 5% of the company's shares) vote for 0 shares,
200,000 shares against,accounting for 0.06% of the total number of valid voting shares present
at the shareholders' meeting and 0 shares abstention.
Vote: Yes
11. Deliberating the Motion on the Election of non-independent Directors for the ninth
Board of Directors
At this meeting, Mr. Liu Jun, Mr. Zhang Xinghai, Mr. Chen Jiajun, Mr. Wang Jiyuan, Ms. Sun
na-juan, Mr. Tan Jianguang, Mr. Zhao Qingtao and Ms. Square wave were elected as
non-independent directors of the Ninth Board of Directors of the company by the accumulative
voting system, the term of office shall be three years from the date of election to the expiration
of the term of office of the current board of directors. The voting was as follows:
The Split voting results
candidate Voting results of
Overall voting result Foreign capital stock voting
(Non-inde Domestic stock voting results minority
pendent results
shareholders
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Stock abbreviation: Wazhou B Stock code: 200706 No.: 2022-16
director) Proportion
Proportion of Proportion of
of the
Proportion of the total the total
total
the total number of number of agree
agree agree agree number of
number of voting shares voting shares Number
Number of Number of Number of voting
voting shares of domestic of foreign of
shares shares shares shares
present at the stocks capital stocks shares
present at
meeting attending the attending the
the
meeting meeting
meeting
Liu Jun 323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Zhang
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Xinghai
Chen
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Jiajun
Wang
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Jiyuan
Sun
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Najuan
Tan
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Jianguang
Zhao
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Qingtao
Fang Bo 323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
All eight candidates were elected as non-independent directors of the Ninth Board of
directors.
12. Deliberating the Motion on the election of the independent director of the 9th Board of
Directors of the Company
At this meeting, Liang Shuang, Sun Kun, Wang Yan and Wen Bo were elected as independent
directors of the Ninth Board of Directors of the company by cumulative voting. The voting was
as follows:.
Split voting results
Overall voting result Voting results of
Foreign capital stock voting
Domestic stock voting results minority
results
shareholders
The Proportion
Proportion Proportion of
candidate of the total Proportion
of the total the total
(Independe number of of the total
number of number of agree
nt director) agree voting agree number of
voting agree voting shares Numbe
Number of shares of Number of voting
shares Number of shares of foreign r of
shares domestic shares shares
present at capital stocks shares
stocks present at
the attending the
attending the meeting
meeting meeting
the meeting
Liang
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Shuang
Sun Kun 323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Wang Yan 323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Wen Bo 323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
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Stock abbreviation: Wazhou B Stock code: 200706 No.: 2022-16
All four candidates were elected as independent directors of the Ninth Board of directors.
13. Deliberating the Motion on electing the supervisors of the ninth Board of Supervisors
of the Company
At this meeting, Mr. Sun Shicheng, Mr. Wang Fuxing and Ms. Wang Lin were elected as the
shareholders supervisor of the Ninth Board of Supervisors of the company by the accumulative
voting system, the ninth term of the Board of Supervisors shall be composed of Mr. Zhang
Fuxiang and Mr. Zhang Yihui, who are elected by the staff and Workers Congress of the
company. The voting was as follows:
Split voting results
Overall voting result Foreign capital stock voting Voting results of
Domestic stock voting results
results minority shareholders
Proportio
The Proportion of
n of the
candidate Proportion of the total Proportion of
total
(supervisor the total number number of agree the total
agree number agree agree
) of voting shares voting shares Numbe number of
Number of of voting Number of Number of
of domestic of foreign r of voting shares
shares shares shares shares
stocks attending capital stocks shares present at the
present at
the meeting attending the meeting
the
meeting
meeting
Sun
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Shicheng
Wang
323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
Fuxing
Wang Lin 323,300,000 100% 244,000,000 100% 79,300,00 100% 0 -
All three candidates were elected to the Ninth Supervisory Board.
V. Legal opinions issued by lawyers
1. Law Firm Name: Liaoning Huaxia Law Firm
2. Lawyer's name: Bao Jingxin, Liu Cuimei
3. Concluding Comments: The convening and convening procedures of the general meeting of
shareholders of the Company comply with laws, regulations and the Articles of Association; The
qualifications of the personnel attending the shareholders' meeting are legal and valid; The
voting procedure at the shareholders' meeting is legal and effective; Resolutions adopted by the
shareholders' general meeting are legal and valid.
VI. Documents for reference
1. Wafangdian Bearing Co., LTD. 2021 annual General Meeting resolution;
2. Liaoning Huaxia Law Firm legal opinion on wafangdian Bearing Co., LTD. 2021 Annual
General Meeting of shareholders
Notice is hereby given.
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Stock abbreviation: Wazhou B Stock code: 200706 No.: 2022-16
Wafangdian Bearing Co., LTD
May 19, 2022
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