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杭汽轮B:关于2023年第一次临时股东大会增加临时提案暨股东大会补充通知的公告(英文)2023-06-21  

                                                    Stock Code: 200771         Stock ID: Hangqilun B         Announcement No. :2023-56




                         Hangzhou Steam Turbine Power Group Co., Ltd.

   Announcement on Adding Temporary Proposal and Supplementary Notice of first

                        Provisional general meeting of shareholders of 2023



    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.


     On June 9, 2023, the Company held the 34th         meeting of the Eighth Board of Directors, which
reviewed and approved the Proposal on Holding the 2023 first provisional General Meeting of
Shareholders of the Company, and it published the Notice of Hangzhou Steam Turbine Power Group Co.,
Ltd. on Holding the 2023 first provisional General Meeting of Shareholders on Shanghai Securities News,
Securities Times, Hong Kong Commercial Daily and CNINF (www.cninfo.com.cn) on June 10, 2023
(Announcement No.:2023-51).
     On June 20,2023,The board of directors of the Company received the "Notice on Increasing the
Provisional Proposal of the General Meeting of Shareholders" from Hangzhou Steam Turbine Holdings
Co., Ltd-the controlling shareholder, which proposed to add the provisional proposal-"Proposal on Change
of Registered Capital and Amendment of Articles of Association" to the first provisional general meeting
of shareholders of 2023 that will be held on June 30, 2023.
     After verification, the board of directors of the Company has verified that as of the disclosure date of
this announcement, Hangzhou Steam Turbine Holdings Co., Ltd holds 689,715,889 shares of the Company,
with a shareholding ratio of 58.68%. The provisional proposal procedure added by Hangzhou Steam
Turbine Holdings Co., Ltd-the controlling shareholder-complies with the relevant provisions of The
Company Law, the Rules for the General Meeting of Shareholders of Listed Companies, the Rules for the
Listing of Stocks on the Shenzhen Stock Exchange and the Articles of Association of the Company, and the
content of its proposal does not exceed the provisions of laws and regulations, the Articles of Association
and the terms of reference of the general meeting of shareholders, and the Board of Directors agrees to use
the provisional proposal as a newly added proposal for the Company's first provisional general meeting of
shareholders of 2023.
     Due to the increase of the above provisional proposal, the number of voting proposals notified by the
     original first provisional general meeting of shareholders of 2023 have been added accordingly, which adds
     the "Proposal on Change of Registered Capital and Amendment of Articles of Association " for
     deliberation, with the content is detailed in the annex. In addition, the time, place, share registration date,
     original proposals and other matters of the first provisional general meeting of shareholders of the
     Company of 2023 remain unchanged.
          After the addition of the provisional proposal, the updated full notice of the shareholders' meeting is
     detailed in the Company's announcement on June 21, 2023: "Notice of Hangzhou Steam Turbine Power
     Group Co., Ltd on Convening the First Provisional General Meeting of Shareholders of 2023 (Renewed)"
     (Announcement No.:2023-57).
          Annex: Proposal on Change of Registered Capital and Amendment of Articles of Association




                                 The Board of Directors of Hangzhou Steam Turbine Power Group Co., Ltd.
                                                                     June 21,2023


     Annex: Proposal on Change of Registered Capital and Amendment of Articles of Association
          Due to the partial equity transfer by Hangzhou Steam Turbine Holdings Co., Ltd and the dividends
     and share distribution of the listed company, the registered capital of the listed company has changed. For
     details, please refer to the Comparative Table of Amendments of the Articles of Association.
          The above change of registered capital and amendments of the articles of association shall be subject
     to the final approval of the industrial and commercial registration authority.
          Comparative Table of Amendments of the Articles of Association


No          Before Amendment                                   After Amendment
1        Article 5 Paragraph 2                                       Article 5, paragraph 2

         After   the   implementation     of   the     profit        In 2023, the Company repurchased and cancelled 531,180

    distribution plan approved by the Company at the            restricted shares, cancelled the remaining repurchased 111,800

    2021 annual general meeting of shareholders to give 3       shares, and the Company's share capital was changed to

    shares for every 10 shares, the Company's share             979,537,000 shares. After the implementation of the profit

    capital increased to 980,179,980 shares. In 2023, the       distribution plan approved by the Company at the 2022 Annual

    Company      repurchased     and   cancelled     531,180    General Meeting of Shareholders to give 2 shares for every 10

    restricted shares, and cancelled the           remaining    shares, the Company's share capital was increased to 1,175,444,400

    repurchased 111,800 shares, thus the Company's share        shares.

    capital was changed to 979,537,000 shares.                       Thereinto, Hangzhou Steam Turbine Holdings Co., Ltd-a

         Thereinto, Hangzhou Steam Turbine Holdings             national legal person shareholder-holds 689,715,889 shares,

    Co., Ltd-a national legal person shareholder-holds          accounting for 58.68% of the total share capital; Guoxin Guotong

    623,772,240 shares, accounting for 63.68% of the            (Hangzhou) Equity Investment Co., Ltd - Hangzhou Qitong Equity

    total share capital; The number of domestically listed      Investment Partnership (Limited Partnership) holds 58,810,799

    foreign shares (B shares) is changed to 355,764,760         shares, accounting for 5.00% of the total share capital. The number

    shares, accounting for 36.32% of the total share            of domestically listed foreign shares (B shares) is changed to

    capital.                                                    426,917,712 shares, accounting for 36.32% of the total share

                                                                capital.


2        Article 8 The registered capital of the Company             Article 8 The registered capital of the Company is RMB

    is RMB 979,537,000.                                         1,175,444,400.
3        Article 21 The share capital structure of the            Article 21 The share capital structure of the Company is: the

    Company is: the total share capital is 980,179,980       total share capital is 1,175,444,400 shares, of which the promoter

    shares, of which the promoter holds 623,772,240          Hangzhou Steam Turbine Holdings Co., Ltd holds 689,715,889

    national shares (of which: after the implementation of   national shares (of which: after the implementation of the

    the distribution plan of giving 3 shares for every 10    distribution plan of giving 2 shares for every 10 shares in 2022,

    shares in 2021, 143,947,440 shares were added),          114,952,648 shares were increased), accounting for 58.68% of the

    accounting for 63.64% of the total share capital; The    total share capital; Guoxin Guotong (Hangzhou) Equity Investment

    number of domestically listed foreign shares (B          Co., Ltd-Hangzhou Qitong Equity Investment Partnership (Limited

    shares) is 356,407,740 shares (of which: 82,222,140      Partnership) holds 58,810,799 national shares (of which: after the

    shares were increased after the implementation of the    implementation of the distribution plan of giving 2 shares for every

    distribution plan of giving 3 shares for every 10        10 shares in 2022, 9,801,800 shares were increased), accounting for

    shares in 2021), accounting for 36.36% of the total      5.00% of the total share capital; There are 426,917,712 B shares (B

    share capital after the share grant.                     shares) domestically listed in China (of which: after the

                                                             implementation of the distribution plan of giving 2 shares for every

                                                             10 shares in 2022, 71,152,952 shares were increased), accounting

                                                             for 36.32% of the total share capital.