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RNS Number : 6130Y Ming Yang Smart Energy Group Ltd 09 September 2025
MING YANG SMART ENERGY GROUP LIMITED
(GDR under the symbol: "MYSE")
(a joint stock company established under the laws of the People's Republic of
China with limited liability)
Resolution of the Second Extraordinary General Meeting of 2025
Important notice:
• Whether any of the proposed resolution at the meeting was objected: None
I. CONVENING AND ATTENDANCE OF THE MEETING
(I) Date of the General Meeting: 9 September 2025
(II) Venue of the General Meeting: the conference room on the 5th
floor of Ming Yang Smart Energy Group Limited (the "Company"), Ming Yang
Industrial Park, No. 22, Torch Avenue, Zhongshan Torch High-tech Industrial
Development Zone, Zhongshan City, Guangdong, People's Republic of China
(III) Ordinary shareholders and preference shareholders with
recovered voting rights who attended the meeting and their shareholdings:
1. The number of shareholders attending in person or by proxy 777
2. The total number of shares carrying voting rights held by shareholders 894,863,801
attending the meeting (shares)
3. The number of shares carrying voting rights held by shareholders 41.6143
attending the meeting as a percentage of the total number of shares of the
Company carrying voting rights (%)
The "Total number of voting shares of the company" as indicated in the above
table excludes the number of shares in the Repurchase Securities Account of
Ming Yang Smart Energy Group Limited without voting rights.
(IV) Whether the voting procedures were in compliance with the
requirements under the Company Law of the People's Republic of China ("Company
Law") and the articles of association of the Company ("Articles of
Association"), the presiding of the meeting and other details.
The meeting was convened by the Board of the Company. According to the
Company's "Rules of Procedure for General Meeting": "The Chairman shall serve
as the chairperson to preside over the General Meeting. If the Chairman is
unable or fails to perform such duties, the Vice Chairman shall serve as the
chairperson to preside over the General Meeting; if the Vice Chairman is
unable or fails to perform such duties, a director jointly recommended by a
majority of the directors shall serve as the chairperson to preside over the
General Meeting." As Mr. Zhang Chuanwei, the Chairman of the Company, was
unable to attend this General Meeting due to official business, and Mr. Ge
Changxin resigned from his position as Vice Chairman, Mr. Fan Yuanfeng, a
director jointly recommended by a majority of the directors, presided over the
Second Extraordinary General Meeting of 2025. The meeting is conducted and
voted on through a combination of on-site voting and online voting. The
convening and holding of the meeting comply with the provisions of the Company
Law and the Articles of Association.
(V) Attendance of the Directors, supervisors of the Company and
secretary to the Board
1. 4 out of the 8 incumbent directors of the Company attended the meeting
on-site or online. Chairman of the board Mr. Zhang Chuanwei, Director Mr.
Zhang Qiying, Director Mr. Zhang Rui and Independent Director Mr. Zhu Tao were
unable to attend the meeting due to other business arrangements;
2. 2 out of the 3 incumbent supervisors of the Company attended the
meeting on-site. Mr. Cheng Yongfeng, supervisor of the Company, was unable to
attend the meeting due to other business arrangements;
3. Mr. Wang Chengkui, the secretary to the Board of the Company, attended
the meeting; and other senior management of the Company, including Mr. Fang
Meng (Chief Financial Officer), Ms. Yi Lingna (Vice President), and Mr. Ye Fan
(Vice President) attended the meeting.
II. VOTING RESULTS OF THE RESOLUTION
(I) Resolution by non-cumulative poll
1. Resolution on the Amendments to the Articles of Association
Result after consideration: approved
Voting results:
Class of shareholders Affirmative Dissenting Abstaining
Number of votes Percentage (%) Number of votes Percentage (%) Number of votes Percentage (%)
A share 841,952,124 94.0871 52,762,977 5.8962 148,700 0.0167
2. Resolution on the Abolishment of Supervisory Committee and Repeal of the
Rules of Procedure for Supervisory Committee
Result after consideration: approved
Voting results:
Class of shareholders Affirmative Dissenting Abstaining
Number of votes Percentage (%) Number of votes Percentage (%) Number of votes Percentage (%)
A share 892,463,267 99.7317 2,250,234 0.2514 150,300 0.0169
3. Resolution on the Amendments to the Rules of Procedure for General Meetings
Result after consideration: approved
Voting results:
Class of shareholders Affirmative Dissenting Abstaining
Number of votes Percentage (%) Number of votes Percentage (%) Number of votes Percentage (%)
A share 870,443,264 97.2710 24,270,237 2.7121 150,300 0.0169
4. Resolution on the Amendments to the Working Rules for Online Voting of the
General Meeting
Result after consideration: approved
Voting results:
Class of shareholders Affirmative Dissenting Abstaining
Number of votes Percentage (%) Number of votes Percentage (%) Number of votes Percentage (%)
A share 870,411,564 97.2674 24,276,137 2.7128 176,100 0.0198
5. Resolution on the Amendments to the Rules of Procedure for the Meetings of
Board of Directors
Result after consideration: approved
Voting results:
Class of shareholders Affirmative Dissenting Abstaining
Number of votes Percentage (%) Number of votes Percentage (%) Number of votes Percentage (%)
A share 870,378,264 97.2637 24,307,337 2.7163 178,200 0.0200
6. Resolution on the Amendments to the Working Rules for Independent Directors
Result after consideration: approved
Voting results:
Class of shareholders Affirmative Dissenting Abstaining
Number of votes Percentage (%) Number of votes Percentage (%) Number of votes Percentage (%)
A share 870,407,564 97.2670 24,274,037 2.7125 182,200 0.0205
7. Resolution on the Amendments to the Code of Conduct for Controlling
Shareholders and Actual Controllers
Result after consideration: approved
Voting results:
Class of shareholders Affirmative Dissenting Abstaining
Number of votes Percentage (%) Number of votes Percentage (%) Number of votes Percentage (%)
A share 870,400,042 97.2662 24,285,059 2.7138 178,700 0.0200
8. Resolution on the Amendments to the Proceeds Management Rules
Result after consideration: approved
Voting results:
Class of shareholders Affirmative Dissenting Abstaining
Number of votes Percentage (%) Number of votes Percentage (%) Number of votes Percentage (%)
A share 870,421,964 97.2686 24,262,137 2.7112 179,700 0.0202
(II) Resolution by cumulative poll
9. Resolution on the Election of Non-Independent Director Candidates for the
Third Session of the Board of Directors
Voting results:
Resolution No. Resolution Number of votes Percentage (%) Election results
9.01 Zhang Chao 838,197,957 93.6676 Elected
9.02 Lin Maoliang 885,039,673 98.9021 Elected
(III) Voting results of shareholders with less than 5% share interest in
relation to material items
Resolution No. Resolution Number of votes Percentage (%) Election results
9.00 Resolution on the Election of Non-Independent Director Candidates for the
Third Session of the Board of Directors
9.01 Zhang Chao 448,073,859 88.7732 Elected
9.02 Lin Maoliang 494,915,575 98.0536 Elected
(IV) Details in relation to the voting results of the resolution
1. Special resolution: Resolution 1,2,3 and 5
2. The resolution for separate counting of votes cast by minority
investors: Resolution: 9
3. Resolution involving related shareholder abstention from voting: Nil
Names of connected shareholders who should abstain from voting: Nil
III. ATTESTATION BY LAWYER
1. The General Meeting was attested by: ZHONG LUN LAW FIRM
2. Lawyers: Zhou Yuxiang, Cai Tengfei
3. Concluding opinions from the lawyers for the attestation:
In the lawyers' opinion, the convening and holding procedures of the general
meeting were in compliance with relevant laws, administrative regulations,
Rules of Procedures for the General Meetings and the Articles of Association;
the qualifications of the persons attending the meeting and the convener were
lawful and valid; and the voting procedures conducted at the meeting and the
voting results thereof were lawful and valid.
Ming Yang Smart Energy Group Limited
9 September 2025
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