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史上最长股东大会“熬”战两日未止 海信网能或掌科林电气董事会多数席位

The longest shareholder meeting in history lasted for two days without ending. Hisense Network may take control of the majority of seats on the board of directors of Shijiazhuang Kelin Electric.

cls.cn ·  Aug 31 23:53

① Colin Electric's current shareholders' meeting continues to extend the record for the length of shareholders' meetings of A-share listed companies. ② The majority of seats on the board of directors of Hisense NetEnergy may have already been determined.

Financial Services Association, August 31 (Reporter Zhang Liangde) The current shareholders' meeting of Colin Electric (603050.SH) continues to extend the record for the length of shareholders' meetings of A-share listed companies. As of press release, this shareholders' meeting has not yet “officially” ended.

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Colin Electric's main entrance (Photo: Financial Services Association reporter)

A CIFA reporter attended the shareholders' meeting as a small to medium shareholder. At around 5:30 p.m. this afternoon, the reporter learned from the meeting staff that the voting and vote count statistics for all bills were completed, but witness lawyers believed that the actual situation of some shareholders commissioned authorized voting did not match the scope of the authorization. As a result, the final number of votes received by some director candidates was uncertain. The meeting still did not make a final decision. Currently, the small and medium shareholders have left, and the majority shareholders are still awaiting the final results.

A conference staff member told the Financial Federation reporter, “Let's go back to the hotel and wait for the results. I'll let you know when the results are available. It is estimated that the results will come out by tomorrow at the latest, and it will not affect the opening of trading on Monday.”

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The door to the conference room of Colin Electric's shareholders' meeting has been closed (Image source: Financial Services Association reporter)

As of the time this article was finalized, the CIFA reporter had not received a notice.

The most “difficult” shareholders' meeting resolution in A-share history

This time, the Colin Electric Shareholders' Meeting resolution can be said to be the most “difficult to produce” resolution in the history of A-share listed companies. The first phase of this shareholders' meeting began at 2:00 p.m. on the 30th and continued until around 2:30 a.m. on the 31st.

Some participants said, “Yesterday at around 2:30 a.m., all participants were very tired. The younger ones were fine. Some shareholders were older and in very poor condition, and the host of the meeting had to announce a temporary adjournment.”

After 10 a.m. on the 31st, all parties arrived to continue the meeting. The meeting was temporarily adjourned again at around 12 noon. After the afternoon meeting, the small and medium shareholders all left the venue. After 5:30 p.m., the reporter saw that there were no people in the conference room. Some staff said that the majority shareholders were waiting for the final results at the company.

The current Colin Electric Shareholders' Meeting will elect members of the company's 5th board of directors and non-employee supervisors of the supervisory board. Among them, Colin Electric's current board of directors has a total of 7 seats, 4 non-independent directors, 3 independent directors, and the board of supervisors elected 2 non-employee supervisors.

Hisense NetEnergy and Shijiazhuang SDIC each nominated 3 non-independent directors, 2 independent directors, and 1 non-employee representative supervisor. The two sides do not need to compete for supervisory seats, so the focus of the competition is on board seats.

Currently, the focus of controversy among the parties at the conference is that during the live voting stage, the voting rights previously collected by Hisense Network were concentrated on voting for two candidates, Chen Weiqiang and Shi Wenbo, in the non-independent directors' vote, but witness lawyers believe that the scope of authorization for some authorized shareholders was to vote for the three candidates Chen Weiqiang, Shi Wenbo, and Wu Xiangsong. Some of the voting situations that Hisense could authorize did not match the scope of authorization.

Hisense Network's power source believes that there is no conflict between the scope of authorization and the actual vote, but the lawyers did not approve it. Some participants claimed that witness lawyers insist on not signing, and that witness lawyers are responsible for their careers, and that if the witness lawyers don't sign, the conference will not be able to issue a final resolution.

Hisense Network's power source believes that the witness lawyer was hired by Colin Electric, so the lawyer is suspected of deliberately blocking procedures or rules.

Colin Electric's staff said, “At first, we thought we had finished uploading the data. We were busy until 9 o'clock last night, but when the resolution was announced, it was not right. There is nothing we can do about it. In fact, Hisense's own tickets are enough. To be honest, now they are a bit more comfortable drawing snakes, so there's no need for this; we don't understand it.”

Hisense Network may have confirmed a majority of board seats

Regardless of whether the opinions of witness lawyers affect the validity of the disputed part of the vote, the majority of seats on Hisense Network's board of directors may have already been determined.

At this shareholders' meeting, people from Hisense Network were present, but 44.51% of their voting rights were voted on the Internet. Due to its high shareholding ratio, after the online voting is over, it may have been decided that out of the 7-member board of directors, Hisense will be able to occupy 4 seats.

Among them, Chen Weiqiang and Shi Wenbo may have been elected as non-independent directors, while Liu Huan and Zhong Gengshen may have been elected as independent directors.

Shijiazhuang SDIC is expected to get 2 non-independent board seats and 1 independent director seat.

Although Shijiazhuang SDIC holds 29.51% of the shares and voting rights; Hisense Network Energy holds 34.94% of the shares and 44.51% of the voting rights. In total, the two sides hold 74.02% of the voting rights, and 25.98% of the voting rights are still in the hands of small and medium shareholders, which is a voting right that the two sides must compete for.

However, in the A-share market, since ordinary investors do not actively exercise rights such as voting at shareholders' meetings, there are few votes.

For this reason, both sides “canvassed” small and medium shareholders through various channels before the meeting.

In addition to soliciting voting rights, the two sides also appealed to small and medium shareholders to support their nominated director candidates via SMS.

However, the probability of small and medium shareholders voting is still low, and both sides have supporters, so it is still difficult to influence the final outcome.

During the meeting, a reporter from the Financial Services Association said during an exchange with a director candidate that due to the large equity ratio gap, in fact, everyone was already expecting the final voting results.

In the event that Hisense can obtain a majority of seats on the board of directors, it is expected that the new chairman of Colin Electric will be selected from candidates Chen Weiqiang and Shi Wenbo nominated by Hisense Network Energy.

According to the provisions of the “Company Law”, “Colin Electric Company Constitution” and “Colin Electric Board of Directors Rules”, if it holds a majority of seats on the board of directors, Hisense can control the daily operation rights of Colin Electric's company.

An ordinary employee of Colin Electric told the Financial Federation reporter that although changes in the company's senior management had little impact on the grassroots level, this conference had a great impact on the company's development, and everyone (grassroots employees) was very concerned about the conference.

Hisense Network Energy staff said that Hisense Network Energy has already planned that if it becomes the actual controller of the company in the future, it will make an overall plan to motivate Colin Electric employees and develop the enterprise. In addition, it is also planning to empower Colin Electric in terms of overseas business.

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Colin Electric Showroom (Image source: Financial Services Association reporter)

A person in the current management of Colin Electric said that with the support of the two new shareholders, under normal circumstances, Colin Electric will develop faster in the future, but this also depends on the integration situation.

The translation is provided by third-party software.


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