Stock Code: 200771 Stock ID: Hangqilun B Announcement No. 2016-54
Hangzhou Steam Turbine Co., Ltd.
Resolutions of Shareholders’ General Meeting 2015
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 shareholders’ meeting were released on March 19
and May 12, 2016 respectively with Securities Times, Shanghai Commercial Daily,
Hong Kong Commercial Daily, and http://www.cninfo.com.cn, titled Announcement
2016-27 and 2016-53.
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 and date of the meeting:
(1) Time/date of the onsite meeting: May 18, 2016( Wednesday), 13:00;
(2) Time/date of online voting: Online voting through the trading system of SSE
was 9:30~11:30, 13:00~15:00 May 18, 2016.Votes can be made anytime between
15:00 May 17, 2016 and 15:00 May 18, 2016 through the online voting system
provided by SSE.
2. Venue: Hangzhou Steam Turbine Co., Ltd. (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.
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II. Delegates at the meeting
1. Presenting of the meeting by shareholders
(1)Totally 109 shareholders and attorneys presented the meeting,
representing498123004 shares, accounted of66.06% of the total voting shares.
Including: Among them there was 1 state-owned share holder holding 479,824,800
shares, accounted of 63.64% of the total voting shares;
108 B-stock holders, representing 18298204 shares, accounted of 2.43 % of total
voting shares.
(2) Totally21shareholders and attorneys presented at the onsite meeting,
representing 494,532,134shares, accounted of65.59% of total voting shares.
(3)54 shareholders presented the meeting by online voting system,
representing 3590870hares accounted of0.4762 % 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 and Reporter of Shanghai Securities News
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. Report of the Board of Directors 2015
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic
479824800 100.00% 0 0.00% 0 0.00%
holder
B-share
14259434 77.93% 3622470 19.80% 416300 2.28%
holder
Total 494084234 99.19% 3622470 0.73% 416300 0.08%
Including: votes by mid-small shareholders:
(shareholders with 5% or lower of the capital shares)
Mid-small 14259434 77.93% 3622470 19.80% 416300 2.28%
2
shareholders
2. Report of the Supervisory Committee 2015
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic
479824800 100.00% 0 0.00% 0 0.00%
holder
B-share
14259434 77.93% 3622470 19.80% 416300 2.28%
holder
Total 494084234 99.19% 3622470 0.73% 416300 0.08%
Including: votes by mid-small shareholders:
Mid-small
14259434 77.93% 3622470 19.80% 416300 2.28%
shareholders
3. Annual Report 2015 and Summary
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic
479824800 100.00% 0 0.00% 0 0.00%
holder
B-share
14259434 77.93% 3622470 19.80% 416300 2.28%
holder
Total 494084234 99.19% 3622470 0.73% 416300 0.08%
Including: votes by mid-small shareholders:
Mid-small
14259434 77.93% 3622470 19.80% 416300 2.28%
shareholders
4. Financial Report 2015
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic
479824800 100.00% 0 0.00% 0 0.00%
holder
B-share
14212534 77.67% 3622470 19.80% 463200 2.53%
holder
Total 494037334 99.18% 3622470 0.73% 463200 0.09%
Including: votes by mid-small shareholders:
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Mid-small
14212534 77.67% 3622470 19.80% 463200 2.53%
shareholders
5. Dividend Plan 2015
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic
479824800 100.00% 0 0.00% 0 0.00%
holder
B-share
14259434 77.93% 3622470 19.80% 416300 2.28%
holder
Total 494084234 99.19% 3622470 0.73% 416300 0.08%
Including: votes by mid-small shareholders:
Mid-small
14259434 77.93% 3622470 19.80% 416300 2.28%
shareholders
6. Related transaction of 2015 and projected for 2016
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic / / / / /
/
holder
B-share
14259434 77.93% 3622470 19.80% 416300 2.28%
holder
Total 14259434 77.93% 3622470 19.80% 416300 2.28%
Including: votes by mid-small shareholders:
Mid-small
14259434 77.93% 3622470 19.80% 416300 2.28%
shareholders
7.The Proposal of About Extending Engaging of routine related transaction contract
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic / / / / /
/
holder
B-share
14259434 77.93% 3622470 19.80% 416300 2.28%
holder
Total 14259434 77.93% 3622470 19.80% 416300 2.28%
Including: votes by mid-small shareholders:
4
Mid-small
14259434 77.93% 3622470 19.80% 416300 2.28%
shareholders
8.The proposal to extend the service of Pan-China CPA as auditor of the Company for
year 2016
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic
479824800 100.00% 0 0.00% 0 0.00%
holder
B-share
14259434 77.93% 3622470 19.80% 416300 2.28%
holder
Total 494084234 99.19% 3622470 0.73% 416300 0.08%
Including: votes by mid-small shareholders:
Mid-small
14259434 77.93% 3622470 19.80% 416300 2.28%
shareholders
9.The Proposal on the Company’s election non-Independent Director of the 7th Board
of director
Including:
9.1 Nie Zhonghai was elected the 7th board of directors of non-independent
Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
15081150
holder
Total 494905950
Including: votes by mid-small shareholders:
Mid-small 15081150
shareholders
5
9.2 Yan Jianhua was elected the 7th board of directors of non-independent Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
13698650
holder
Total 493523450
Including: votes by mid-small shareholders:
Mid-small 13698650
shareholders
9.3 Yang Yongming was elected the 7th board of directors of non-independent
Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
13475484
holder
Total 493300284
Including: votes by mid-small shareholders:
Mid-small 13475484
shareholders
9.4 Zheng Bin was elected the 7th board of directors of non-independent Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
13992030
holder
Total 493816830
Including: votes by mid-small shareholders:
Mid-small 13992030
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shareholders
9.5 Ye Zhong was elected the 7th board of directors of non-independent Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
13992031
holder
Total 493816831
Including: votes by mid-small shareholders:
Mid-small 13992031
shareholders
9.6 Liu Guoqiang was elected the 7th board of directors of non-independent Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
13475484
holder
Total 493300284
Including: votes by mid-small shareholders:
Mid-small 13475484
shareholders
9.7 Kong Jianqiang was elected the 7th board of directors of non-independent
Director,
In favor
Number of shares
Domestic
479824800
holder
B-share
15946429
holder
Total 495771229
Including: votes by mid-small shareholders:
7
Mid-small 15946429
shareholders
10. The Proposal on the Company’s election Independent Director of the 7th Board of
director
Including:
10.1 Zhang Xiaoyan was elected the 7th board of directors of independent Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
14599228
holder
Total 494424028
Including: votes by mid-small shareholders:
Mid-small 14599228
shareholders
10.2 Ma Lihong was elected the 7th board of directors of independent Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
13988428
holder
Total 493813228
Including: votes by mid-small shareholders:
Mid-small 13988428
shareholders
10.3 Chen Danhong elected the 7th board of directors of independent Director;
In favor
Number of shares
Domestic
479824800
holder
B-share
13988428
holder
Total 493813228
8
Including: votes by mid-small shareholders:
Mid-small 13988428
shareholders
10.4 Gu Xinjian was elected the 7th board of directors of independent Director.
In favor
Number of shares
Domestic
479824800
holder
B-share
15105228
holder
Total 494930028
Including: votes by mid-small shareholders:
Mid-small 15105228
shareholders
11.The Proposal on the Company’s election Supervisor of the 7th supervisory
committee
Including:
11.1 Li Shijie was elected the 7th supervisor committee of Supervisor;
In favor
Number of shares
Domestic
479824800
holder
B-share
13992028
holder
Total 493816828
Including: votes by mid-small shareholders:
Mid-small 13992028
shareholders
11.2 Zhang Yougen was elected the 7th supervisor committee of Supervisor;
In favor
Number of shares
Domestic
479824800
holder
B-share
13848861
holder
9
Total 493673661
Including: votes by mid-small shareholders:
Mid-small 13848861
shareholders
11.3 Wang Xiaohui was elected the 7th supervisor committee of Supervisor.
In favor
Number of shares
Domestic
479824800
holder
B-share
15131861
holder
Total 494956661
Including: votes by mid-small shareholders:
Mid-small 15131861
shareholders
12.The Proposal of the provision for impairment of assets for year 2015
In favor Objection Waive
Number of Proportion Number Proporti Number Proporti
shares of shares on of shares on
Domestic
479824800 100.00% 0 0.00% 0 0.00%
holder
B-share
14060734 76.84% 3774270 20.63% 463200 2.53%
holder
Total 493885534 99.15% 3774270 0.76% 463200 0.09%
Including: votes by mid-small shareholders:
Mid-small
14060734 76.84% 3774270 20.63% 463200 2.53%
shareholders
IV. Legal Opinions from the Solicitors
1. Name of the law firm: Zhengjiang Tiance Law Firm
2. Names of the lawyers: Liu Bin, Yang Lei
3. Conclusive opinion:
In the lawyers’ opinion, the convening and holding procedures, the qualification
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of attendees, and voting procedures of the Shareholders’ Annual Meeting 2015 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 Shareholders’ Meeting 2015 carrying the signatures of the
directors and secretary of Board;
2. Legal opinion issued by Zhejiang Tiance Law Firm on the shareholders’
meeting 2015.
The above is for the attention of the shareholders.
The Board of Directors of
Hangzhou Steam Turbine Co., Ltd.
May 18, 2016
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