ZHEJIANG YONGTAI TECHNOLOGY
CO., LTD.
(GDR under the symbol:
"YTT")
(a joint stock company
established under the laws of the People's Republic of China with
limited liability)
Announcement on Resolution of
the 2023 Annual General Meeting
Special Notice
1. No resolution was objected at the
Annual General Meeting.
2. No changes to the resolutions of
the previous general meetings were involved in the Annual General
Meeting.
I.
CONVENING AND ATTENDANCE OF THE MEETING
(I)
Convening of the Meeting
1. Time of the meeting
(1) Time of on-site meeting: 15:00
on Thursday, 16 May 2024;
(2) Time of online voting: 16 May
2024;
Among which, the specific date of
online voting through the trading system of the Shenzhen Stock
Exchange was from 9:15 to 9:25, 9:30 to 11:30 and 13:00 to 15:00 on
16 May 2024;
The specific date of voting through
the Internet of the Shenzhen Stock Exchange was between 9:15 and
15:00 on 16 May 2024.
2. Venue of the on-site meeting:
conference room on the second floor of the office building of
Zhejiang Yongtai Technology Co., Ltd. at No. 1 Donghai Fourth
Avenue, Linhai Park, Zhejiang Chemical API Base, Zhejiang
Province.
3. Method of convening the meeting:
both on-site voting and online voting.
4. Convener of the meeting: Board of
Directors of the Company.
5. Chairperson of the meeting: the
meeting was presided over by Ms. Wang Yingmei, the chairwoman of
the Company.
6. Validity and compliance of the
meeting: the meeting was held in accordance with relevant laws,
administrative regulations, departmental rules, regulatory
documents and the provisions of the Articles of
Association.
(II) Attendance of the Meeting
1. A total of 21 shareholders and
shareholders' proxies, representing 278,147,163 shares or 30.4398%
of the total number of shares of the Company carrying voting
rights, were present at the general meeting. Of which:
(1) A total of 8 shareholders and
shareholders' proxies, representing 270,352,955 shares or 29.5868%
of the total number of shares of the Company carrying voting
rights, were present at the on-site meeting.
(2) A total of 13 shareholders,
representing 7,794,208 shares or 0.8530% of the total number of
shares of the Company carrying voting rights, were present at the
meeting through online voting.
(3) A total of 12 minority
shareholders (excluding directors, supervisors, senior management
of the Company, and other shareholders who individually or
collectively hold 5% or more of the Company's shares), representing
3,264,208 shares or 0.3572% of the total number of shares of the
Company carrying voting rights, were present at the
meeting.
2. The Company's directors,
supervisors, and secretary to the Board attended the meeting, while
other senior management sat in the meeting. AllBright Law
Offices（上海市锦天城律师事务所） delegated lawyers to witness the meeting and issued a legal
opinion.
II.
CONSIDERATIONS AND POLL RESULTS OF THE RESOLUTION
The following resolution was
considered and approved at the general meeting through a
combination of on-site voting and online voting:
(1)
Resolution on the 2023 Work Report of the Board of
Directors
Voting result: 278,018,363 shares in
favour, accounting for 99.9537% of the total number of valid voting
shares held by shareholders attending the meeting; 128,800 shares
against, accounting for 0.0463% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
(2) Resolution on the 2023 Work Report of the Board of
Supervisors
Voting result: 278,018,363 shares in
favour, accounting for 99.9537% of the total number of valid voting
shares held by shareholders attending the meeting; 128,800 shares
against, accounting for 0.0463% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
(3) Resolution on the Final Account Report for the Year
2023
Voting result: 278,050,263 shares in
favour, accounting for 99.9652% of the total number of valid voting
shares held by shareholders attending the meeting; 96,900 shares
against, accounting for 0.0348% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
(4) Resolution on the Proposed Profit Distribution for
the Year 2023
Voting result: 278,014,263 shares in
favour, accounting for 99.9522% of the total number of valid voting
shares held by shareholders attending the meeting; 132,900 shares
against, accounting for 0.0478% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
Voting result of minority
shareholders: 3,131,308 shares in favour, accounting for 95.9286%
of the total number of valid voting shares held by minority
shareholders attending the meeting; 132,900 shares against,
accounting for 4.0714% of the total number of valid voting shares
held by minority shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by minority shareholders attending the
meeting.
(5) Resolution on the Proposal on the Remuneration Plan
for the Directors and the Supervisors for the Year
2023
Voting result: 278,018,363 shares in
favour, accounting for 99.9537% of the total number of valid voting
shares held by shareholders attending the meeting; 128,800 shares
against, accounting for0.0463% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
Voting result of minority
shareholders: 3,135,408 shares in favour, accounting for 96.0542%
of the total number of valid voting shares held by minority
shareholders attending the meeting; 128,800 shares against,
accounting for 3.9458% of the total number of valid voting shares
held by minority shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by minority shareholders attending the
meeting.
(6) Resolution on the 2023 Annual Report and its
abstract
Voting result: 278,050,263 shares in
favour, accounting for 99.9652% of the total number of valid voting
shares held by shareholders attending the meeting; 96,900 shares
against, accounting for 0.0348% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
(7) Resolution on the Proposal on the Foreign Exchange
Hedging Business
Voting result: 278,050,263 shares in
favour, accounting for 99.9652% of the total number of valid voting
shares held by shareholders attending the meeting; 96,900 shares
against, accounting for 0.0348% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
Voting result of minority
shareholders: 3,167,308 shares in favour, accounting for 97.0314%
of the total number of valid voting shares held by minority
shareholders attending the meeting; 96,900 shares against,
accounting for 2.9686% of the total number of valid voting shares
held by minority shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by minority shareholders attending the
meeting.
(8) Resolution on the Proposal on Commodity Futures
Hedging Business
Voting result: 278,050,263 shares in
favour, accounting for 99.9652% of the total number of valid voting
shares held by shareholders attending the meeting; 96,900 shares
against, accounting for 0.0348% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
Voting result of minority
shareholders: 3,167,308 shares in favour, accounting for 97.0314%
of the total number of valid voting shares held by minority
shareholders attending the meeting; 96,900 shares against,
accounting for 2.9686% of the total number of valid voting shares
held by minority shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by minority shareholders attending the
meeting.
(9) Resolution on the Proposal on the Amount of Guarantee
for Subsidiaries
Voting result: 277,597,937 shares in
favour, accounting for 99.8025% of the total number of valid voting
shares held by shareholders attending the meeting; 549,225 shares
against, accounting for 0.1975% of the total number of valid voting
shares held by shareholders attending the meeting; 1 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
Voting result of minority
shareholders: 2,714,982 shares in favour, accounting for 83.1743%
of the total number of valid voting shares held by minority
shareholders attending the meeting; 549,225 shares against,
accounting for 16.8257% of the total number of valid voting shares
held by minority shareholders attending the meeting; 1 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by minority shareholders attending the
meeting.
This resolution is a special
resolution and was approved by over two-thirds of the total number
of valid voting shares held by shareholders attending the general
meeting.
(10) Resolution on the Proposal on Applying for a
Comprehensive Credit Line from Relevant Financial
Institutions
Voting result: 277,627,825 shares in
favour, accounting for 99.8133% of the total number of valid voting
shares held by shareholders attending the meeting; 519,337 shares
against, accounting for 0.1867% of the total number of valid voting
shares held by shareholders attending the meeting; 1 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
(11) Resolution on the Proposal on Authorizing the Board
of Directors to Issue Shares to Specific Parties through a
Simplified Procedure
Voting result: 277,988,475 shares in
favour, accounting for 99.9429% of the total number of valid voting
shares held by shareholders attending the meeting; 158,688 shares
against, accounting for 0.0571% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
Voting result of minority
shareholders: 3,105,520 shares in favour, accounting for 95.1385%
of the total number of valid voting shares held by minority
shareholders attending the meeting; 158,688 shares against,
accounting for 4.8615% of the total number of valid voting shares
held by minority shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by minority shareholders attending the
meeting.
This resolution is a special
resolution and was approved by over two-thirds of the total number
of valid voting shares held by shareholders attending the general
meeting.
(12) Resolution on the Proposal on Amending the Rules of
Procedure of the General Meeting of Shareholders
Voting result: 275,002,743 shares in
favour, accounting for 98.8695% of the total number of valid voting
shares held by shareholders attending the meeting; 3,144,420 shares
against, accounting for 1.1305% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
This resolution is a special
resolution and was approved by over two-thirds of the total number
of valid voting shares held by shareholders attending the general
meeting.
(13) Resolution on the Proposal on Amending the Rules of
Procedure of the Board of Directors
Voting result: 275,002,743 shares in
favour, accounting for 98.8695% of the total number of valid voting
shares held by shareholders attending the meeting; 3,144,420 shares
against, accounting for 1.1305% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
This resolution is a special
resolution and was approved by over two-thirds of the total number
of valid voting shares held by shareholders attending the general
meeting.
(14) Resolution on the Proposal on Amending the
Decision-making System for Related Transactions
Voting result: 275,002,743 shares in
favour, accounting for 98.8695% of the total number of valid voting
shares held by shareholders attending the meeting; 3,144,420 shares
against, accounting for 1.1305% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
(15) Resolution on the Proposal on Amending the System
for the Management and Utilization of Collected
Funds
Voting result: 275,002,743 shares in
favour, accounting for 98.8695% of the total number of valid voting
shares held by shareholders attending the meeting; 3,144,420 shares
against, accounting for 1.1305% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
(16) Resolution on the Proposal on the Renewal of the
Auditing Firms for FY2024
Voting result: 278,018,363 shares in
favour, accounting for 99.9537% of the total number of valid voting
shares held by shareholders attending the meeting; 128,800 shares
against, accounting for 0.0463% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
Voting result of minority
shareholders: 3,135,408 shares in favour, accounting for 96.0542%
of the total number of valid voting shares held by minority
shareholders attending the meeting; 128,800 shares against,
accounting for 3.9458% of the total number of valid voting shares
held by minority shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by minority shareholders attending the
meeting.
(17) Resolution on the Proposal on the Plan for
Shareholders' Return Over the Next Three Years
(2024-2026)
Voting result: 278,074,663 shares in
favour, accounting for 99.9739% of the total number of valid voting
shares held by shareholders attending the meeting; 72,500 shares
against, accounting for 0.0261% of the total number of valid voting
shares held by shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by shareholders attending the
meeting.
Voting result of minority
shareholders: 3,191,708 shares in favour, accounting for 97.7789%
of the total number of valid voting shares held by minority
shareholders attending the meeting; 72,500 shares against,
accounting for 2.2211% of the total number of valid voting shares
held by minority shareholders attending the meeting; 0 shares
abstained (among which 0 shares are abstained by default due to
non-voting), accounting for 0.0000% of the total number of valid
voting shares held by minority shareholders attending the
meeting.
In
addition to considering and approving the the above resolutions,
the Annual general meeting also heard the 2023 Annual Work Report
of Independent Directors.
Ⅲ. LEGAL OPINION ISSUED BY THE LAWYERS
1.
Name of law firm: AllBright Law Offices（上海市锦天城律师事务所）
2. Names
of lawyers: Chen
Xia, Shao
Yuchen
3.
Conclusive opinion: The procedures for convening and
holding the 2023 Annual General Meeting,
the qualifications of the convenor and the
personnel who attended the
meeting, and the voting
procedures of the meeting
conformed to the requirements of the laws,
regulations, rules and other regulatory
documents such as the Company Law, the Rules
Governing General Meeting
of Listed Companies as well as relevant provisions
of the Articles of Association; and the
voting results of the general meeting are lawful and
valid.
Ⅳ.
DOCUMENTS FOR INSPECTION
1. Resolution
of the 2023 Annual General
Meeting;
2. Legal opinion issued by
AllBright Law Offices.
The
Board of Directors
Zhejiang
Yongtai Technology Co., Ltd.
16 May
2024