江 铃Ｂ(200550):江铃汽车股份有限公司2024年第一次临时股东大会决议公告（英文版）
Share’s name: Jiangling Motors Share’s code: 000550 No.: 2024-008 Jiangling B 200550 Jiangling Motors Corporation, Ltd. Public Announcement on the Resolutions of 2024 First Special Shareholders’ Meeting The Company, the Board of Directors and its members undertake that the information disclosed herein is truthful, accurate and complete and does not contain any false statement, misrepresentation or major omission. I. Important Note None of proposals was added, rejected and changed during the shareholders’ meeting. II. Convening Status of the Meeting 1. Time: 2:30 p.m., February 6, 2024 2. Place: Conference Room No 1, 20th floor, JMC Building, No. 2111 Middle Yingbin Avenue, Nangchang City, Jiangxi Province, P.R.C. 3. Convening method: vote on the spot as well as online voting. 4. Convener: Board of Directors of JMC 5. Meeting Chairman: Mr. Qiu Tiangao 6. The convening of the meeting complied with the stipulations of the Company Law, the Securities Law, the Rules of Shareholders’ Meeting and the Articles of Association of JMC. III. Attending Status of the Meeting 1. Attending Status of Shareholders
2. Attending Status of Other Persons i. Some Directors, Supervisors and Senior Executives of the Company; ii. The witness lawyers engaged by the Company. IV. Proposal Review and Voting 1. Proposal on Providing Financial Assistance to a Holding Subsidiary Relationship: a joint venture of the Company and Ford Motor Company Related shareholder: Ford Motor Company Shareholding of the related shareholder: 276,228,394 shares Whether withdraw from the voting: yes
2. Proposal on the Y2024 Routine Related Party Transaction Framework with JMCG Finance Company Relationship: a subsidiary of Jiangling Motors Group Co., Ltd. (hereinafter referred to as “JMCG”) Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
3. Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangxi Jiangling Motors Imp. & Exp. Co., Ltd. and its subsidiaries Relationship: a subsidiary of JMCG Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
4. Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangling Motor Group Co., Ltd. and its subsidiaries Relationship: an actual controller of Nanchang Jiangling Investment Co., Ltd. Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
5. Proposal on the Y2024 Routine Related Party Transaction Framework with Ford and its subsidiaries Relationship: a shareholder of the Company Related shareholder: Ford Motor Company Shareholding of the related shareholder: 276,228,394 shares Whether withdraw from the voting: yes
6. Proposal on the Y2024 Routine Related Party Transaction Framework with Magna PT Powertrain (Jiangxi) Co., Ltd. Relationship: an associate of JMCG Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
7. Proposal on the Y2024 Routine Related Party Transaction Framework with Nanchang Jiangling Huaxiang Auto Components Co., Ltd. Relationship: a subsidiary of JMCG Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
8. Proposal on the Y2024 Routine Related Party Transaction Framework with Nanchang Baojiang Steel Processing Distribution Co., Ltd. Relationship: an associate of JMCG Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
9. Proposal on the Y2024 Routine Related Party Transaction Framework with China South Industries Group Co., Ltd. and its subsidiaries Relationship: an actual controller of Nanchang Jiangling Investment Co., Ltd. Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
10. Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangxi Jiangling Lear Interior System Co., Ltd. Relationship: a subsidiary of JMCG Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
11. Proposal on the Y2024 Routine Related Party Transaction Framework with Faurecia Emissions Control Technologies (Nanchang) Co., Ltd. Relationship: an associate of JMCG Related shareholder: Nanchang Jiangling Investment Co., Ltd. Shareholding of the related shareholder: 354,176,000 shares Whether withdraw from the voting: yes
V. Legal Opinion Issued by the Lawyers 1. Name of Law Firm: Jiangxi Hua Bang Law Firm 2. Name of the lawyers: Deng Ying; Liu Yangjiao 3. Legal opinion: convening procedure of the shareholders' meeting complies with the stipulations of the Laws, Regulations, and Normative Documents, such as the Company Law, the Rules of Shareholders’ Meeting, the Rules for Implementation of Online Voting, and the Articles of Association of the Company; the qualifications of the persons attending the shareholders’ meeting, convener qualification, and the voting procedure of the shareholders’ meeting are in accordance with the Laws, Regulations, Normative Documents and the Articles of Association of the Company, and the voting results are legitimate and valid. VI. Documents for Reference 1. The Resolutions of the 2024 First Special Shareholders’ Meeting of Jiangling Motors Co., Ltd.; 2. Legal Opinion issued by Jiangxi Hua Bang Law Firm on the 2024 First Special Shareholders’ Meeting of Jiangling Motors Co., Ltd. Board of Directors Jiangling Motors Corporation, Ltd. February 7, 2024 中财网
 |