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Jiangsu Shentong: Announcement on Resolutions of the 2011 Annual General Meeting of Shareholders

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  • Time of issue:2012-04-06 14:04
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(Summary description)Notice of the meeting: The board of directors of the company published "Jiangsu Shentong Valve Co., Ltd." on "Securities Times", "China Securities News" and http://www.cninfo.com.cn on March 13, 2012. Co., Ltd. Notice on Convening the 2011 Annual General Meeting of Shareholders;

Jiangsu Shentong: Announcement on Resolutions of the 2011 Annual General Meeting of Shareholders

(Summary description)Notice of the meeting: The board of directors of the company published "Jiangsu Shentong Valve Co., Ltd." on "Securities Times", "China Securities News" and http://www.cninfo.com.cn on March 13, 2012. Co., Ltd. Notice on Convening the 2011 Annual General Meeting of Shareholders;

  • Categories:Announcement
  • Author:
  • Origin:
  • Time of issue:2012-04-06 14:04
  • Views:
Information
Stock code: 002438 Stock abbreviation: Jiangsu Shentong Announcement Number: 2012-010
 
Jiangsu Shentong Valve Co., Ltd.
 
Announcement of Resolutions of the 2011 Annual General Meeting of Shareholders

 

The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and are responsible for false records, misleading statements or major omissions in the announcement.

 

Important hint:

There were no additions, vetoes or changes during the shareholders meeting.

1. Meeting and attendance

1. Notice of the meeting: The board of directors of the company published "Jiangsu Shentong Valve Co., Ltd." on "Securities Times", "China Securities News" and http://www.cninfo.com.cn on March 13, 2012. Co., Ltd. Notice on Convening the 2011 Annual General Meeting of Shareholders;

2, the convener of the meeting: the board of directors of the company

3. The meeting time: 9:00 am, April 2, 2012

4. Meeting place: Multifunctional meeting room on the third floor of the new plant of Jiangsu Shentong Valve Co., Ltd., Nanyang Town, Qidong City, Jiangsu Province

5. Meeting method: participating shareholders and shareholder representatives exercise their voting rights by on-site voting

6. Shareholding registration date: March 28, 2012

7. Moderator: Chairman Wu Jianxin

8. Meeting attendance: 7 shareholders and shareholder representatives attended this general meeting, representing 76,672,750 shares, accounting for 73.72% of the company's total shares. Some of the company’s directors, supervisors, senior managers and lawyers hired by the company attended the meeting. The convening, convening and voting procedures of the meeting were in compliance with the "Company Law", "Shenzhen Stock Exchange Stock Listing Rules" and "Articles of Association". Regulations.

2. Proposal review and voting

Participating shareholders and shareholder representatives carefully deliberated and passed the following proposals by means of on-site voting:

1. Review of the motion on the 2011 Annual Report and its Summary

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

2. Deliberation on the proposal of the "2011 Board of Directors Work Report"

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

3. Deliberate the proposal on the "2011 Work Report of the Board of Supervisors"

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

4. Deliberation on the "2011 Financial Statements Report" proposal

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

5. Review of the proposal on the 2012 Financial Budget Report

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

6. ​​Deliberation on the 2011 profit distribution plan and capitalization of capital reserves

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

7. Review the proposal on nomination of Mr. Song Yinli as independent director of the company

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

8. Deliberation on the proposal to amend the company's "Articles of Association"

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

9. Deliberation on the proposal to amend the "Independent Director System"

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

10. Deliberate the proposal on re-appointing Tianheng Certified Public Accountants as the company’s 2012 audit agency,

Voting results: For: 76,672,750 shares, accounting for 100% of the total number of voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

11. Review the proposal on the 2012 chairman's remuneration plan

Voting results: In favor: 53,272,750 shares (Mr. Wu Jianxin, a related shareholder of the proposal, abstained from voting), accounting for 100% of the total voting shares of shareholders and shareholder representatives present at the meeting; objection: 0 shares; abstention: 0 shares. The bill was passed.

3. Witness the legal opinion issued by the lawyer

The lawyers of KONE Law Firm witnessed the 2011 Annual General Meeting of Shareholders and expressed the following opinions:

At this meeting, the company voted on the proposals listed in the notice of the meeting by a registered ballot, and the votes were counted and scrutinized in accordance with the relevant laws and regulations and the procedures specified in the Articles of Association, and the voting results were announced on the spot;

After verification by the lawyers of the firm, shareholders who are related to related party transactions withdrew and did not participate in the voting. The notice of the meeting listed the "Proposal on the 2011 Profit Distribution and the Conversion of Capital Reserve Funds to Share Capital" and the "Regarding the Amendment of the Company's Articles of Association" Proposals of the meeting were passed with more than two-thirds (2/3) of the voting rights held by the shareholders and shareholder proxies present at the meeting, and other proposals were passed with more than half (1/2) of the voting rights held by the shareholders and shareholder proxies present at the meeting ;

After verification by our lawyers, our lawyers believe that the voting procedures of this meeting are in compliance with relevant laws and regulations and the "Articles of Association", and the voting results of this meeting are legal and valid.

4. Documents for reference

Jiangsu Shentong Valve Co., Ltd. 2011 Annual Shareholders' Meeting Resolutions;

"Legal Opinion on Jiangsu Shentong Valve Co., Ltd. Annual Shareholders Meeting 2011" by KONE Law Firm.

Special announcement.

 

Jiangsu Shentong Valve Co., Ltd. Board of Directors

April 6, 2012

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