Last checked at 24 May 2023 15:59
China Yangtze Power Co., Ltd.
Announcement on Resolutions of the 2022 Annual General Meeting of Shareholders
The board of directors and all directors of China Yangtze Power Co., Ltd. (the "Company") warrant that there are no false representations and misleading statements contained in, or material omissions from, this announcement, and severally and jointly accept the responsibility for the truthfulness, accuracy and completeness of the contents of this announcement. |
Important Notes:
l Whether there is veto of a proposal at this meeting: no
I. Convening and Attendance of the Meeting
i. Time: 23 May 2023
ii. Venue: Conference Room 4205, No. 88 Sanyang Road, Jiangan District, Wuhan City, Hubei Province
iii. Common shareholders present at the meeting and preferred shareholders with resumed voting rights and their holdings:
1. Number of shareholders and representatives present at the meeting | 324 |
2. Sum of shares with voting rights held by the shareholders present at the meeting (share) | 18,193,063,508 |
3. Proportion of shares with voting rights held by the shareholders present at the meeting in all voting shares of the Company (%) | 74.3539 |
iv. Whether the voting method complies with the provisions of the Company Law and the Articles of Association, and the presiding situation of the General Meeting.
The convening and holding form and procedures of the General Meeting comply with the relevant provisions of the Company Law, Securities Law, Articles of Association of China Yangtze Power Co., Ltd., and the Procedural Rules for General Meetings of China Yangtze Power Co., Ltd.; the resolutions of the meeting are lawful and effective. Director Ma Zhenbo presided over the meeting.
v. Attendance of Directors, Supervisors and Secretary of the Board of Directors of the Company
1 There are 13 incumbent directors in the Company; 2 attended the meeting (Ma zhenbo Director, Huang Delin Director;
2 There are 7 incumbent supervisors in the Company; 1 attended the meetingHuang Xun Supervisor;
3 Zhang Xingliao, Director and General Manager of the Company, Zhan Plain, Chief Financial Officer, Xue Ning, Secretary to the Board of Directors and Pan Jing, General Counsel attended the meeting.
II. Proposal Review
i. Non-cumulative voting proposal
1 Name of the proposal: 2022 Report on the work of the Board of Directors
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,180,796,111 | 99.9326 | 5,932,414 | 0.0326 | 6,334,983 | 0.0348 |
2 Name of the proposal: 2022 Report on the work of the Supervisory Board
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,180,583,311 | 99.9314 | 6,140,214 | 0.0338 | 6,339,983 | 0.0348 |
3 Name of the proposal: Profit distribution proposal for the year 2022
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,186,010,580 | 99.9612 | 1,422,144 | 0.0078 | 5,630,784 | 0.0310 |
4 Name of the proposal: 2022 Annual Report
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,180,796,111 | 99.9326 | 3,798,601 | 0.0209 | 8,468,796 | 0.0465 |
5 Name of the proposal: Report on the 2022 financial accounts and 2023 budget
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,179,920,811 | 99.9278 | 4,643,901 | 0.0255 | 8,498,796 | 0.0467 |
6 Name of the proposal: Proposal to engage an auditor for the financial report for the year 2023
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,121,694,375 | 99.6077 | 52,401,234 | 0.2880 | 18,967,899 | 0.1043 |
7 Name of the proposal: Proposal to engage an internal control auditor for the year of 2023
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,178,985,179 | 99.9226 | 5,011,101 | 0.0275 | 9,067,228 | 0.0499 |
8 Name of the proposal: Proposal to make short-term fixed income investments for the year of 2023
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 17,942,075,397 | 98.6204 | 243,649,527 | 1.3392 | 7,338,584 | 0.0404 |
9 Name of the proposal: Proposal on the Company's guarantee plan for the year of 2023
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,116,033,545 | 99.5766 | 24,291,970 | 0.1335 | 52,737,993 | 0.2899 |
10 Name of the proposal: Proposal on the Company's Investment Plan for the year of 2023
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,114,688,454 | 99.5692 | 25,201,070 | 0.1385 | 53,173,984 | 0.2923 |
11 Name of the proposal: Proposal to amend the Company's Management System of Fund Raising
Voting result: Adopted
Voting:
Type of shareholder | Agree | Against | Abstain from voting | |||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |
A shares | 18,176,750,210 | 99.9103 | 9,509,922 | 0.0523 | 6,803,376 | 0.0374 |
ii. Result of cumulative voting proposal
1 Proposal on additional directors
Proposal No. | Proposal name | Votes | Proportion of the votes in the effective voting rights present at the meeting (%) | Whether elected or not |
12.01 | Candidate for the Director- Wang Hong | 18,533,304,001 | 101.8702 | Yes |
12.02 | Candidate for the Director - Teng Weiheng | 16,801,245,467 | 92.3497 | Yes |
Proposal on additional Supervisors
Proposal No. | Proposal name | Votes | Proportion of the votes in the effective voting rights present at the meeting (%) | Whether elected or not |
13.01 | Candidate for the Supervisor - Xu Haiyun | 17,649,367,330 | 97.0115 | Yes |
iii. Voting of shareholders less than 5% when a major issue is involved
Proposal No. | Proposal name | Approval | Objection | Abstention | ||||
Number of votes | Proportion (%) | Number of votes | Proportion (%) | Number of votes | Proportion (%) | |||
3 | Profit distribution proposal for the year 2022 | 4,962,914,193 | 99.8581 | 1,422,144 | 0.0286 | 5,630,784 | 0.1133 | |
6 | Proposal to engage an auditor for the financial report for the year 2023 | 4,898,597,988 | 98.5640 | 52,401,234 | 1.0544 | 18,967,899 | 0.3816 | |
7 | Proposal to engage an internal control auditor for the year of 2023 | 4,955,888,792 | 99.7167 | 5,011,101 | 0.1008 | 9,067,228 | 0.1825 | |
9 | Proposal on the Company's guarantee plan for the year of 2023 | 4,892,937,158 | 98.4501 | 24,291,970 | 0.4888 | 52,737,993 | 1.0611 | |
12.01 | Candidate for the Director- Wang Hong | 5,310,207,614 | 106.8459 | 0 | 0.0000 | 0 | 0.0000 | |
12.02 | Candidate for the Director - Teng Weiheng | 3,578,149,080 | 71.9954 | 0 | 0.0000 | 0 | 0.0000 | |
iv. Relevant information of voting on the proposal
N/A
III. Lawyer Witness
1. The law firm for authentication of the General Meeting: Beijing DeHeng Law Offices
Lawyer: Wang Xi, Xue Jin
2. Conclusion and opinion by the witnessing lawyer:
The lawyers of the Deheng law firm believe that, the convening and holding procedures of this meeting, the individuals present at the meeting, the qualifications of the convener, the proposals and voting procedures of this meeting, and the voting results comply with the relevant laws and regulations and normative documents such as the Company Law, Securities Law, and Rules for the General Meeting, as well as the Articles of Association. The resolutions passed at this meeting are legally valid.
The announcement is hereby given.
China Yangtze Power Co., Ltd Board of Directors
23 May 2023