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公司公告

杭汽轮B:2019年第一次临时股东大会决议公告(英文版)2019-01-30  

						Stock Code: 200771     Stock ID: Hangqilun B      Announcement No. 2019-08



                            Hangzhou Steam Turbine Co., Ltd.
   Announcement of Resolutions of the First Provisional shareholders' general
                                       meeting of 2019


 The members of the Board and the Company acknowledge being responsible for the truthfulness,

accuracy, and completeness of the announcement. Not any false record, misleading statement or

significant omission carried in this announcement.



Special remarks:

1. Notice and reminder of the first provisional shareholders’ general meeting of 2019 were

released on January 9 ,2019 with Securities Times, Shanghai Commercial Daily, Hong Kong

Commercial Daily, and http://www.cninfo.com.cn( Announcement No .:2019-06).

2. No proposal was rejected at the meeting.

3. No resolution of previous shareholders’ meeting was changed by this meeting.

I. Holding of the meeting

1. Time of the meeting:

(1) Time of the onsite meeting: January 29, 2019(Tuesday) 14:00;

(2)Time of voting through network: Online voting through the trading system of SSE was 9:30~

11:30, 13:00~15:00 January 29, 2019.Votes can be made anytime between 15:00 January 28,

2019 and 15:00 January 29, 2019 through the online voting system provided by SSE.

2. Venue: Hangzhou Steam Turbine Co., Ltd. (No.357 Shiqiao Road, Hangzhou)

Meeting Room No. 2, the Conference Center

3. Way of meeting: This shareholders’ meeting was held both onsite and online.
4. Convener: The Board of Directors of the Company
5. Host of the meeting: Chairman of the Company, Mr. Zheng Bin
6. The calling and holding procedures were complying with the Company Law, Rules of Listing
of SSE, and the Articles of Association.
II. Delegates at the meeting
1. Presenting of the meeting by shareholders
      Totally 372shareholders and attorneys presented the meeting,representing 546,020,978
 shares, accounted of 72.42% of the total voting shares.


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                      Among them there was 1 state-owned share holder holding 479,824,800 shares, accounted
                 of 63.64% of the total voting shares;371B-stock holders, representing 66,196,178 shares,
                 accounted of 8.78% of total voting shares.
                     Totally 75 shareholders and attorneys presented at the onsite meeting, representing
                 503,772,734shares, accounted of 66.81 % of total voting shares.
                      297shareholders presented the meeting by online voting system, representing 42,248,244
                 shares accounted of 5.60 % of total voting share.
                       2. Presenting of other delegates
                     The directors, supervisors and executives of the Company, as well as the law consultant –
                 Zhejiang Tiance Law Firm presented the meeting.
                    III. Proposals and voting results
                     The following proposals were voted and adopted at the meeting by means of online and
                onsite voting.

                    (1) The meeting examined and adopted the Proposal on Revising the Company’s Article

                of Association;

                    The proposal is a special proposal , the effective voting rights of the total number of shares of

                more than 2/3.
                                        In favor                             Objection                     Waive
                           Number of shares           Proportion   Number of shares    Proportion    Number of          Proportion
                                                                                                        shares
Domestic holder                   479,824,800         100.00%                    0        0.00%               0           0.00%
B-share holder                     40,440,497          61.09%          25,624,442       38.71%         131,239            0.20%
Total                             520,265,297          95.28%          25,624,442         4.69%        131,239            0.02%

Including: votes by mid-small shareholders:
                                   40,440,497          61.09%          25,624,442       38.71%         131,239            0.20%
Mid-small

shareholders

                    (2) The Proposal of Supplementing of non-independent director of the 7th Board of

                Directors of the Company.
                                        In favor                             Objection                     Waive
                           Number of shares           Proportion   Number of shares    Proportion    Number of          Proportion
                                                                                                        shares
        Domestic holder           479,824,800         100.00%                    0        0.00%               0           0.00%
        B-share holder             40,137,597          60.63%          25,857,042       39.06%         201,539            0.30%
        Total                     519,962,397          95.23%          25,857,042         4.74%        201,539            0.04%

        Including: votes by mid-small shareholders:
                                   40,137,597          60.63%          25,857,042       39.06%         201,539            0.30%
        Mid-small

        shareholders

                    (3)The meeting examined and adopted the Proposal on Confirming Occurrence of Daily

                Related Transactions of 2018 and the Estimated Amount of Related Transactions of the


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        Company of 2019

        The proposals of company's largest shareholder Hangzhou Steam Turbine Power Group Ltd. – the
        related party holding 479,824,800 shares, waived from the voting process. The results of voting
        by non-related shareholders are as the following:
                                In favor                             Objection                     Waive
                   Number of shares           Proportion   Number of shares    Proportion    Number of         Proportion
                                                                                                shares
Domestic holder                       /                /                  /              /           /                  /
B-share holder            37,414,465           56.52%          28,595,062       43.20%        186,651            0.28%
Total                     37,414,465           56.52%          28,595,062       43.20%        186,651            0.28%

Including: votes by mid-small shareholders:
                          37,414,465           56.52%          28,595,062       43.20%        186,651            0.28%
Mid-small

shareholders

            IV. Legal Opinions from the Solicitors
             1. Name of the law firm: Zhejiang Tianche Law Firm
             2. Names of the lawyers: Yao Zhensong, Du Wen
             3. Conclusive opinion:
             In the lawyers’ opinion, the convening and holding procedures, the qualification of attendees,
        and voting procedures of the First provisional Shareholders’ general Meeting of 2019 was
        complying with the laws, regulations and the Articles of Association of the Company. Therefore
        the resolutions are legal and valid.
            V. Documents for Reference
             1. Resolutions of the first provisional Shareholders’ general Meeting of 2019 carrying the
        signatures of the directors and secretary of Board;
             2. Legal opinion issued by Zhejiang Tianche Law Firm on the shareholders’ meeting.

             This announcement is hereby made.



                                              The Board of Directors of Hangzhou Steam Turbine Co., Ltd.
                                                                      January 30, 2019




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