[股东会]杭汽轮Ｂ(200771)2008年第一次临时股东大会决议公告（英文版）

时间：2008年08月27日 09:01:43 中财网

Stock Code: 200771 Stock ID: Hangqilun B Announcement Lin 2008-29
Hangzhou Steam Turbine Co., Ltd.
Resolutions of the 1st Provisional General Meeting 2008
The members of the Board and the Company acknowledge being responsible for thetruthfulness, accuracy, and completeness of the announcement. Not any false record,misleading statement or significant omission carried in this announcement.I. Important StatementNo proposal has been modified, denied, or added during the holding of shareholders’meeting.II. Calling of the meeting
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1. Time/date: 9:30AM, 26 August, 2008
2. Venue: The meeting room of Huagang Haihang Hotel, No. 1 Yanggongdi,Hangzhou
3. Mean of holding: Onsite registered ballot
4. The caller: The Board of Directors of Hangzhou Steam Turbine Co., Ltd.
5. Host: Mr. Chairman Nie Zhonghai
6. Convening and holding of the meeting were complying with the Company Law,Articles of Association, and the Rules for Listed Public Companies.III. Particulars about the delegates presented the meeting
1. General
The total capital shares of the Company were 371,800,000 shares. There were 11
shareholders and attorneys presented the meeting and voted on the meeting. They
were representing 237271651 shares and accounted for 63.82% of the total capital
shares. One of them was state-owned shareholder holding 236,600,000 shares,accounted for 63.64% of the total capital shares.
2. Presenting of current-share holders
Totally 10 current-share holders and proxies presented the meeting, representing
671651 shares, which accounts for 0.18% of the total share capital of the Company,and 0.50% of the total current B-stocks (total of current shares: 135,200,000).
3. Other delegates
Directors, supervisors and senior executives presented the meeting. The Board ofDirectors invited China Securities Regulatory Commission Zhejiang Office, the legalagencies to the meeting.IV. Examining and voting
1. The proposal of accepting the employees’ shares of Hangzhou Bank amounted to
15.5932 million at price of RMB151.25404 million was adopted.
237017441 shares voted in favor, accounted for 99.89% of the total shares at themeeting; 254210 shares voted objective, accounted for 0.11% of the total shares at themeeting; 0 waived, accounted for 0%.
In which, 417441 current shares voted in favor, accounted for 62.15% of the totalcurrent shares at the meeting; 254210 shares voted objective, accounted for 37.85% ofthe total current shares at the meeting; 0 waived, accounted for 0% of the total currentshares at the meeting.V. Opinions of the independent directors
The independent directors thought: the convening and holding procedures of the
General Meeting, qualification of delegates, and voting procedures were complying
with the relative laws, regulations and the Articles of Association. Resolutions
adopted at the meeting were legal and valid. No impairing of the mid-smallshareholders’ interest has happened.VI. Legal opinion issued by the lawyer
1. Name of the law firm: Zhengjiang Tianche Law Firm
2. Name of the lawyer: Liu Bin, Du Wen
3. Conclusive opinion
In the lawyers’ opinion, the convening and holding procedures, the qualification of
attendees, and voting procedures of the 1st Provisional General Meeting wascomplying with the laws, regulations and the Articles of Association of the Company.Therefore the resolutions are legal and valid.VII. Documents for reference:
1. Minutes of the general meeting carrying the signatures of the shareholders,directors and the recorder;
2. Resolutions of the general meeting carrying the signatures of the directors andsecretary of Board;
3. Legal opinion issued by Zhejiang Tianche Law Firm on the shareholders’ meeting.The above is for the attention of the shareholders.
The Board of Directors of
Hangzhou Steam Turbine Co., Ltd.August 26, 2008