[股东会]杭汽轮Ｂ：2012年第一次临时股东大会决议（英文版）

时间：2012年02月15日 17:04:12 中财网

Stock Code: 200771, Stock ID: Hangqilun B, Announcement No. 2012-08
Hangzhou Steam Turbine Co., Ltd.
Resolutions of the 1st Provisional Shareholders’ Meeting 2012
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.


I. General

1. Time/date: 10:00AM, February 15, 2012
2. Venue: Hangzhou Steam Turbine Co., Ltd. (357 Shiqiao Road, Hangzhou)
Meeting Room No. 2, the Conference Center
3. Way of voting: onsite registered ballot
4. Convener: the Board of Directors of the Company
5. Host: Mr. Chairman Nie Zhonghai
6. Calling notice of the meeting was serviced on January 10, 2012 (announcement No.
2012- 05).
The calling and holding procedures are complying with the Company Law, the
Articles of Association, the Rules of Shareholders’ Meeting, and related laws and
regulations.

II. Delegates at the meeting

1. The Participants
Totally *** shareholders and attorneys presented and voted at the meeting,
representing **** shares, account for ***% of the total capital shares of the Company;
among them, 1 national shareholder with 399,854,000 shares account for 63.64% of
the total capital shares.
2. Participants of current share holders
*** holders of current shares presented the meeting representing ** shares, account
for **% of the total capital shares, and **% of the total current B shares.
3. Presenting of other delegates: Directors, supervisors and senior executives
presented the meeting. The Board of Directors invited delegates from Zhejiang Tiance
Law Firm - the legal consultant of the Company to the meeting.



III. Examining and voting of the proposals

1. The proposal of revising the Articles of Association of the Company(2012)



In favor

Objection

Waive

Number
of
shares

Proportion

Number
of
shares

Proportion

Number
of
shares

Proportion

Shareholder
to vote













Include:
holder of
current
shares
















2. The Proposal of Adjusting the Allowances for Independent Directors of the 5th
Term of Board



In favor

Objection

Waive

Number
of
shares

Proportion

Number
of
shares

Proportion

Number
of
shares

Proportion

Shareholder
to vote













Include:
holder of
current
shares
















3. The Proposal to Establish a Fully-owned Subsidiary



In favor

Objection

Waive

Number
of
shares

Proportion

Number
of
shares

Proportion

Number
of
shares

Proportion

Shareholder
to vote













Include:
holder of
current
shares

















IV. Legal Opinions from the Attorney

1. Name of the law firm: Zhengjiang Tianche Law Firm


2. Name of the lawyers: Huang Lianxi, Jin Zhen
3. Conclusive opinion:
In the lawyers’ opinion, the convening and holding procedures, the qualification of
attendees, and voting procedures of the 1st Provisional Shareholders’ Meeting 2012
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. Minutes of the 1st provisional shareholders’ meeting 2012 carrying the signatures
of the directors;
2. Resolutions of the 1st provisional shareholders’ meeting 2012 carrying the
signatures of the directors and the secretary of Board.
3. The letter of legal opinions on the 1st provisional shareholders’ meeting 2012
issued by Zhejiang Tiance Law Firm.
The Board of Directors of
Hangzhou Steam Turbine Co., Ltd.
February 15, 2012