Announcement of Poll Results of 2024 Fifth EGM

SDIC Power Holdings Co., LTD

09 October 2024

 

SDIC Power Holdings CO., LTD.  

(GDR under the symbol: "SDIC")

Announcement of Poll Results of

2024 Fifth Extraordinary General Meeting

I. Convening and Attendance of the Meeting

(I) Date: 9 October 2024

(II) Venue: Room 207, No. 147, Xizhimen Nanxiao Street, Xicheng District, Beijing 

(III) Common shareholders present at the meeting and their holdings (including online voting):

1. Number of shareholders and representatives present at the meeting	849
2. Sum of shares with voting rights held by the shareholders present at the meeting (shares)	5,991,731,475
3. Proportion of shares with voting rights held by the shareholders present at the meeting in all voting shares of the Company (%)	80.3808%

(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, holding forms and procedures of the General Meeting comply with the relevant provisions of the Company Law, the Securities Law, the Rules for the General Meeting of Listed Companies, the Articles of Association of SDIC Power Holdings CO., LTD. and the Procedural Rules for General Meetings of SDIC Power Holdings CO., LTD. The resolution of the meeting is lawful and effective. The Chairman Guo Xuyuan presided over the meeting.

II. Poll Results

 1.  Name of the Proposal: Proposal on the Company's Eligibility for the Issuance of A Shares to the Specific Object - National Council for Social Security Fund of The People's Republic of China

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,431,980	96.6737	199,157,247	3.3238	142,248	0.0025

 2.  Name of the Proposal: Proposal on the Company's Plan for the Issuance of A Shares to the Specific Object - National Council for Social Security Fund of The People's Republic of China in 2024

2.1 Class and par value of offer shares

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,617,857	96.6768	198,873,739	3.3191	239,879	0.0041

2.2 Issuing method and time

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,616,688	96.6768	198,874,639	3.3191	240,148	0.0041

2.3 Issuing objects and subscription methods

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,617,157	96.6768	195,617,661	3.2647	3,496,657	0.0585

2.4 Pricing base date, pricing principle and issue price

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,608,588	96.6767	195,620,861	3.2648	3,502,026	0.0585

2.5 Number of shares to be issued

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,615,757	96.6768	198,874,839	3.3191	240,879	0.0041

2.6 Restriction period arrangement

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,604,657	96.6766	198,874,870	3.3191	251,948	0.0043

2.7 Arrangement for distribution of accumulated profits of the Company before the Issuance

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,797,840,045	96.7640	193,649,251	3.2319	242,179	0.0041

2.8 Listing location

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,618,657	96.6768	198,870,770	3.3190	242,048	0.0042

2.9 Amount and use of raised funds

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,793,284,574	96.6879	198,198,322	3.3078	248,579	0.0043

2.10 Validity period of resolution on the Issuance

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,644,157	96.6772	198,776,739	3.3175	310,579	0.0053

3.  Name of the Proposal: Proposal on the Company's Tentative Plan for the Issuance of A Shares to the Specific Object - National Council for Social Security Fund of The People's Republic of China in 2024

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,430,449	96.6737	198,825,078	3.3183	475,948	0.0080

4.  Name of the Proposal: Proposal on the Demonstration and Analysis Report on the Company's Plan for the Issuance of A Shares to the Specific Object - National Council for Social Security Fund of The People's Republic of China in 2024

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,455,049	96.6741	198,799,847	3.3179	476,579	0.0080

5.  Name of the Proposal: Proposal on the Feasibility Analysis Report on the Use of Funds Raised by the Company through Issuing A Shares to the Specific Object - National Council for Social Security Fund of The People's Republic of China in 2024

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,793,098,266	96.6848	198,158,961	3.3072	474,248	0.0080

6.  Name of the Proposal: Proposal on Dilution of Immediate Returns, Remedies and Commitments of Relevant Entities of the Company regarding the Issuance of A Shares to the Specific Object - National Council for Social Security Fund of The People's Republic of China in 2024

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,430,649	96.6737	198,820,347	3.3182	480,479	0.0081

7.  Name of the Proposal: Proposal on Signing the Conditional Share Subscription Agreement for Issuance of A Shares to the Specific Object by SDIC Power Holdings Co., Ltd.

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,451,880	96.6740	195,540,169	3.2635	3,739,426	0.0625

8.  Name of the Proposal: Proposal on Shareholders' Returns Planning of the Company in the Next Three Years (2024-2026)

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,983,125,711	99.8563	8,046,016	0.1342	559,748	0.0095

9.  Name of the Proposal: Proposal on the Report regarding Use of the Company's Previously-raised Capital

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,976,117,815	99.7394	15,020,881	0.2506	592,779	0.0100

10.  Name of the Proposal: Proposal on the Company's Related-party Transactions for the Issuance of A Shares to the Specific Object - National Council for Social Security Fund of The People's Republic of China in 2024

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,456,849	96.6741	198,860,278	3.3189	414,348	0.0070

11.  Name of the Proposal: Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors or its Authorized Representatives to Handle Specific Matters in the Issuance to the Specific Object

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,908,630,278	98.6130	82,686,249	1.3800	414,948	0.0070

12.  Name of the Proposal: Proposal on Introducing Strategic Investors into the Company and Signing the Conditional Strategic Cooperation Agreement between SDIC Power Holdings Co., Ltd. and National Council for Social Security Fund of The People's Republic of China

Result: Agreed

Voting results:

Type of shareholders	Agreed		Objection		Abstention
	Votes	Ratio (%)	Votes	Ratio (%)	Votes	Ratio (%)
A-shares	5,792,464,669	96.6743%	198,847,727	3.3187	419,079	0.0070

III. Lawyer Witness

1. The law firm for authentication of the General Meeting: Beijing Tian Yuan Law Firm 

2. Witness conclusions and opinions of the lawyers:

The lawyers of the law firm believe that, the convening and holding procedures of the meeting, qualification of participants and the convener, the proposal and voting procedures of the meeting, and voting results comply with various laws and regulations and normative documents such as Company Law, Securities Law and Rules for the General Meeting, and the relevant provisions of the Articles of Association. The resolution passed at the meeting is lawful and effective.

SDIC Power Holdings CO., LTD.

 October 9, 2024

 

END