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 in 2024

 

 

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: 18 December 2024

(II)       Venue of the General Meeting: Conference room on the 5th floor of Ming Yang Smart Energy Group Co., Ltd., Mingyang Industrial Park, No. 22 Huoju Avenue, Zhongshan Torch Development Zone, Guangdong Province

(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	1,075
2.   The total number of shares carrying voting rights held by shareholders attending the meeting (shares)	673,907,919
3.   The number of shares carrying voting rights held by shareholders attending the meeting as a percentage of the total number of shares of the Company carrying voting rights (%)	31.3376

The "total number of shares of the Company carrying voting rights" 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. According to the Company Law, Mr. Ge Changxin, vice chairman of the Company, presided over the meeting due to the absence of Mr. Zhang Chanwei, chairman of the Company, for other business arrangements. The meeting was held and voted by a combination of on-site voting and online voting. The convening and holding of the meeting complied 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.   5 out of the 11 incumbent directors of the Company attended the meeting on-site or online. Mr. Zhang Chuanwei, chairman of the company, Director Mr. Zhang Qiying, Director Mr. Wang Jinfa, Director Mr. Zhang Rui, Director Fan Yuanfeng, and Independent Director Ms. Liu Ying were unable to attend the meeting due to other business arrangements;

2.   All incumbent supervisors of the Company attended the meeting;

3.   Mr. Wang Chengkui, the secretary to the Board of the Company, attended the meeting; and the senior management of the Company, including Mr. Liu Lianyu (Energy services business line president), Mr. Wang Dongdong (Chief Operating Officer) and Ms. Yi Lingna (Vice President) attended the meeting.

 

II. VOTING RESULTS OF THE RESOLUTION

 

(I) Resolution by non-cumulative poll

1. Resolution on the Reappointment of Accounting Firm

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	671,452,150	99.6355	1,559,334	0.2313	896,435	0.1332

 

(II) Voting results of shareholders with less than 5% share interest in relation to material items

 

Resolution No.	Resolution	Affirmative		Dissenting		Abstaining
		Number of votes	Percentage (%)	Number of votes	Percentage (%)	Number of votes	Percentage (%)
1	Reappointment of Accounting Firm	281,328,052	99.1346	1,559,334	0.5494	896,435	0.3160

 

(III) Details in relation to the voting results of the resolution

 

1.   Special resolution: None

2.   The resolution for separate counting of votes cast by minority investors: Resolution 1

3.   Resolution involving related shareholder abstention from voting: None

Names of connected shareholders who should abstain from voting: None

 

III. ATTESTATION BY LAWYER

 

1.   The General Meeting was attested by: ZHONG LUN LAW FIRM

Lawyers: Zhou Yuxiang, Cheng Bin

 

2.   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

18 December 2024