方 大Ｂ：股东大会决议（英文版） .ppt

,Stock Code:000055,200055 Stock ID:Fangda Group,Fangda BAnnouncement No.2011-09,China Fangda Group Co.,Ltd.,Resolutions of the Shareholders Annual Meeting 2010,The directors,supervisors,management and the Company acknowledge being responsible forthe truthfulness,accuracy,and completeness of the announcement.Not any false record,misleading statement or significant omission carried in this announcement.,I.Important Statement,No adding of new proposals,nor rejecting or changing of any proposal occurred in holding of themeeting.,II.Particulars of the meeting1.Time/date:,The onsite meeting was held at 9:30 AM,March 25,2010(Friday)2.Venue:Multi-function Hall,1/F Fangda Building3.Way of meeting:onsite meeting,4.Caller:The Board of Directors of the Company5.Host:Chairman Xiong Jianming,6.Circular on calling of the meeting was served on March 4,2011.The agendas and relativeissues about the meeting were released by China Securities Journal,Securities Times,ShanghaiSecurities Daily,Hong Kong Commercial Daily(English),and dated March4,2011.,The meeting was complying with the Company Law,Share Listing Rules,and the Articles ofAssociation of the Company.,III.Particulars about the delegates presented the meeting1.Overall situation of the attendees,Number of shareholders(proxies):10,Representing 68,034,838 shares accounted for 13.48%ofthe total voting shares.In which:,(1)Presenting of A-share holders:,Number of A-share holders(proxies):6,representing 58,002,691 shares accounted for 20.66%oftotal voting A-shares.,(2)Presenting of B-share holders:,Number of B-share holders(proxies):4,representing 10,032,147 shares accounted for 4.47%oftotal voting B-shares.,0,0,0,0,0,0,0,0,0,0,0,0,IV.Voting results of the proposals(I)The Board of Directors Work Report for Year 2010.,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(II)The Supervisory Committees Work Report 2010,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(III)Financial Settlement Report 2010,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(IV)The proposal of dividend distribution and capitalization of common reserves for year2010;,0,0,0,0,0,0,0,0,0,0,0,0,0,0,0,0,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(V)The Annual Report 2010 and the Summary,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(VI)The proposal of employing the auditing body for year 2011,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(VII)The proposal on applying to the banks for loans for current capital,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,0,0,0,0,0,0,0,0,0,0,0,0,(VIII)The proposal on providing and receiving guarantees to and from the fully-ownedsubsidiaries of the Company,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(IX)The proposal of revising the Articles of Association(special proposal),Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(X)The proposal of remuneration scheme for directors(including independent directors,and supervisor of the 6th term,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(XI)The proposal to elect the new term of Board of Directors(accumulative voting).1.To elect Mr.Xiong Jianming director of the 6th term of Board.,0,0,0,0,0,0,0,0,0,0,0,0,0,0,0,0,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,2.To elect Mr.Wang Shengguo director of the 6th term of Board.,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,3.To elect Mr.Xiong Jianwei director of the 6th term of Board.,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,4.To elect Mr.Zhou Zhigang director of the 6th term of Board.,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,5.To elect Ms.Shao Hanqing independent director of the 6th term of Board,0,0,0,0,0,0,0,0,0,0,0,0,0,0,0,0,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,6.To elect Mr.Guo Jinlong independent director of the 6th term of Board,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,7.To elect Mr.Huang Yaying independent director of the 6th term of Board.,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,(XII)The proposal to elect the new term of Supervisory Committee(accumulative voting)1.To elect Mr.Yu Guoan supervisor of the 6th term of Supervisory Committee,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,0,0,0,0,2.To elect Ms.Cao Naisi supervisor of the 6th term of Supervisory Committee,Representing Shares,In favor(shares),Rate of infavor,Objection(shares),ObjectionRate,Waived(shares),WaivingRate,Entire,shareholdersin the meeting,68,034,838,68,033,838,99.999%,1000,0.001%,A-share,holders,58,002,691,58,001,691,99.998%,1000,0.002%,B-share,holders,10,032,147,10,032,147,100%,0,0,0,0,V.Lawyers opinion1.Name of the law firm:V&T Law Firm2.Names of the lawyers:Guo Leiming,Huang Xiaoya3.Conclusive opinion:The convening and holding procedures,the qualifying of attendees,andvoting procedures of the meeting were complying with the provisions of the related laws and theArticles of Association.Therefore,in our opinion,the resolutions of the shareholders meeting arelegal and valid.The above is for the attention of the shareholders.China Fangda Group Co.,Ltd.March 25,2011,