杭汽轮Ｂ：2019年第二次临时股东大会决议公告（英文版）_股票频道

Stock Code: 200771 Stock ID: Hangqilun B Announcement No. 2019-73

Hangzhou Steam Turbine Co., Ltd.

Announcement of Resolutions of the Second 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 Second provisional shareholders’ general meeting of 2019 were

released on November 23 ,2019 with Securities Times, Shanghai Commercial Daily, Hong Kong

Commercial Daily, and http://www.cninfo.com.cn（ Announcement No .:2019-70）.

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: December 10, 2019 (Tuesday) 13：30;

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

11:30, 13:00～15:00 December 10, 2019.Votes can be made anytime between 15:00 December 9,

2019 and 15:00 December 10, 2019 through the online voting system provided by SSE.

2. Venue: Hangzhou Steam Turbine Co., Ltd. Meeting Room No. 6, Steam Turbine Power

Building (No.1188 Dongxin Road, Hangzhou)

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 106 shareholders and attorneys presented the meeting, representing524,276,217shares,

accounted of69.53% of the total voting shares.

Among them there was 1 state-owned share holder holding 479,824,800 shares, accounted of63.64% of the total voting shares;105 B-stock holders, representing 44,451,417 shares, accountedof 5.90% of total voting shares.

Totally 53 shareholders and attorneys presented at the onsite meeting, representing507,953,070 shares, accounted of 67.37% of total voting shares.

53 shareholders presented the meeting by online voting system, representing 16,323,147shares accounted of 2.16 % 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 of the Remuneration Management System forDirectors and Senior Management Personnel (Revised in 2019)

Infavor Objection Waive
Numberofshares Proportion Numberofshares Proportion Numberofshares Proportion
Domesticholder 479,824,800 100.00% 0 0.00% 0 0.00%
B-shareholder 42,150,145 94.82% 615,074 1.38% 1,686,198 3.79%
Total 521,974,945 99.56% 615,074 0.12% 1,686,198 0.32%
Including，Votesby mid-smallshareholders：
Mid-small 42,150,145 94.82% 615,074 1.38% 1,686,198 3.79%
shareholders

2. The meeting examined and adopted the Proposal on Allowance Scheme for the 8thTerm of Independent Directors and Supervisors

Infavor Objection Waive
Numberofshares Proportion Numberofshares Proportion Numberofshares Proportion
Domesticholder 479,824,800 100.00% 0 0.00% 0 0.00%
B-shareholder 41,804,613 94.05% 1,548,197 3.48% 1,098,607 2.47%
Total 521,629,413 99.50% 1,548,197 0.30% 1,098,607 0.21%
Including，Votesby mid-smallshareholders：
Mid-small 41,804,613 94.05% 1,548,197 3.48% 1,098,607 2.47%
shareholders

3.The meeting Itemized and adopted the Proposal on Repurchase of Company Shares

3.01 Purpose,methodandpricerange ofsharerepurchase;
Infavor Objection Waive
Numberofshares Proportion Numberofshares Proportion Numberofshares Proportion
Domesticholder 479,824,800 100.00% 0 0.00% 0 0.00%
B-shareholder 44,430,617 99.95% 20,800 0.05% 0 0.00%
Total 524,255,417 100.00% 20,800 0.00% 0 0.00%
Including，Votesby mid-smallshareholders：
Mid-small 44,430,617 99.95% 20,800 0.05% 0 0.00%
shareholders
3.02 Type,quantityandproportionofshares to berepurchased;
Infavor Objection Waive
Numberofshares Proportion Numberofshares Proportion Numberofshares Proportion
Domesticholder 479,824,800 100.00% 0 0.00% 0 0.00%
B-share holder 44,430,617 99.95% 20,800 0.05% 0 0.00%
Total 524,255,417 100.00% 20800 0.00% 0 0.00%
Including，Votesby mid-smallshareholders：
Mid-small 44,430,617 99.95% 20,800 0.05% 0 0.00%
shareholders
3.03 Totalamountoffundsto beused forrepurchaseandthesourcesoffunds;
Infavor Objection Waive
Numberofshares Proportion Numberofshares Proportion Numberofshares Proportion
Domesticholder 479,824,800 100.00% 0 0.00% 0 0.00%
B-shareholder 44,430,617 99.95% 20,800 0.05% 0 0.00%
Total 524,255,417 100.00% 20,800 0.00% 0 0.00%
Including，Votesby mid-smallshareholders：
Mid-small
44,430,617 99.95% 20,800 0.05% 0 0.00%
shareholders

3.04 Time limit for repurchase of shares;

Infavor Objection Waive
Numberofshares Proportion Numberofshares Proportion Numberofshares Proportion
Domesticholder 479,824,800 100.00% 0 0.00% 0 0.00%
B-shareholder 44,430,617 99.95% 20,800 0.05% 0 0.00%
Total 524,255,417 100.00% 20,800 0.00% 0 0.00%
Including，Votesby mid-smallshareholders：
Mid-small
44,430,617 99.95% 20,800 0.05% 0 0.00%
shareholders

3.05 Validity period of repurchase resolution;

Infavor Objection Waive
Numberofshares Proportion Numberofshares Proportion Numberofshares Proportion
Domesticholder 479,824,800 100.00% 0 0.00% 0 0.00%
B-shareholder 44,430,617 99.95% 20,800 0.05% 0 0.00%
Total 524,255,417 100.00% 20,800 0.00% 0 0.00%
Including，Votesby mid-smallshareholders：
Mid-small
44,430,617 99.95% 20,800 0.05% 0 0.00%
shareholders

3.06 Matters on authorizing the board of directors to handle this share repurchase .

Infavor Objection Waive
Numberofshares Proportion Numberofshares Proportion Numberofshares Proportion
Domesticholder 479,824,800 100.00% 0 0.00% 0 0.00%
B-shareholder 4,443,0617 99.95% 20,800 0.05% 0 0.00%
Total 524,255,417 100.00% 20,800 0.00% 0 0.00%
Including，Votesby mid-smallshareholders：
Mid-small
4,443,0617 99.95% 20,800 0.05% 0 0.00%
shareholders

4.The meeting examined and adopted the Proposal on the Company’s election

non-Independent Director of the 8th Board of director

4.01 Zheng Bin was elected the 8th board of directors of non-independent Director;

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 33,928,873
Total 513,753,673
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.99%
Votingresult Pass

4.02 Yang Yongming was elected the 8th board of directors of non-independentDirector;

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 33,445,851
Total 513,270,651
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.90%
Votingresult Pass

4.03 Ye Zhong was elected the 8th board of directors of non-independent Director;

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 33,552,918
Total 513,377,718
Proportion ofthetotalnumberofvotingsharespresent atthemeeting： 97.92%
Votingresult Pass

4.04 Wang Gang was elected the 8th board of directors of non-independent Director;

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 40,687,973
Total 520,512,773
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：99.28%
Votingresult Pass

4.05 Kong Jianqiang was elected the 8th board of directors of non-independentDirector;

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 33,426,918
Total 513,251,718
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.90%
Votingresult Pass

4.06 Li Guiwen was elected the 8th board of directors of non-independent Director.

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 33,749,317
Total 513,574,117
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.96%
Votingresult Pass

5. The meeting examined and adopted the Proposal on the Company’s electionIndependent Director of the 8th Board of director

5.01 Zhang Xiaoyan was elected the 8th board of directors of independent Director；

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 33,112,924
Total 512,937,724
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.84%
Votingresult Pass

5.02 Chen Danhong was elected the 8th board of directors of independent Director；

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 32,812,925
Total 512,637,725
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.78%
Votingresult Pass

5.03 Gu Xinjian was elected the 8th board of directors of independent Director；

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 32,817,925
Total 512,642,725
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.78%
Votingresult Pass

5.04 Zhang Hejie was elected the 8th board of directors of independent Director.

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 33,007,525
Total 512,832,325
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.82%
Votingresult Pass

6 . The meeting examined and adopted the Proposal on the Company’s electionSupervisor of the 8th supervisory committee

6.01 Li Shijie was elected the 8th supervisor committee of Supervisor；

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 32,993,855
Total 512,818,655
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.81%
Votingresult Pass

6.02 Wang Xiaohui was elected the 8th supervisor committee of S upervisor；

AgreedtoNumberofshares
Domesticholder 479,824,800
B-shareholder 33,551,446
Total 513,376,246
Proportion ofthetotal numberofvotingsharespresent atthemeeting：97.92%
Votingresult Pass

6.03 Ying Gonghua was elected the 8th supervisor committee of Supervisor.

Agreed toNumberofshares
Domesticholder 479,824,800
B-shareholder 32,973,177
Total 512,797,977
Proportion ofthetotalnumberofvotingsharespresent atthemeeting：97.81%
Votingresult Pass

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

qualif ication of attendees, and voting procedures of the Second 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 Second 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.

December 10, 2019

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