江铃B:江铃汽车关于召开2024年第一次临时股东大会通知(英文版)

查股网  2024-01-20  江铃汽车(000550)公司公告

Share’s code:

Share’s code:000550Share’s Name:Jiangling MotorsNo.:2024—005
200550Jiangling B

Jiangling Motors Corporation, Ltd.Notice on Holding 2024 First Special Shareholders’ Meeting

The Board of Directors and its members undertake that the information disclosedherein is truthful, accurate and complete and does not contain any false statement,misrepresentation or major omission.

I. Basic information of holding the meeting

1. Meeting: 2024 First Special Shareholders’ Meeting of Jiangling Motors Corporation,Ltd. (hereinafter referred to as “JMC”)

2. Convener: Board of Directors of JMC

The Board of Directors approved the Notice on Holding 2024 First SpecialShareholders’ Meeting in form of paper meeting from January 10, 2024 to January 18,2024.

3. The convening of the meeting complied with the stipulations of the Company Law,the Securities Law, the Rules Governing Listing of Stock on Shenzhen Stock Exchangeand the Articles of Association of JMC.

4. Time

On the spot: 2:30 pm, February 6, 2024Online voting: February 6, 2024, P.s. 9:15~9:25 am, 9:30~11:30 am and 1:00~3:00pm, for Shenzhen Stock Exchange Trading System; or, random time of 9:15 am~3:00pm February 6, 2024 for Shenzhen Stock Exchange Online Voting System.

5. Convening method: vote on the spot as well as online voting. The shareholder canchoose to vote on the spot or online voting. If a voting right is exercised repeatedly indifferent circumstances, first voting result will be prevailed.

6. Equity record date: February 1, 2024. B-share holder can attend the meeting onlywhen she/he had bought B shares of the Company on January 29, 2024, i.e., the lasttrading day for the B-share holder who can attend the meeting, or earlier.

7. Persons to be present

7.1. All the shareholders of JMC registered in the records of China SecuritiesDepository and Clearing Corporation Ltd. Shenzhen branch as of 3:00 p.m. on February1, 2024. If a shareholder cannot attend the meeting personally, she/he can entrust arepresentative to attend the meeting.

7.2. The Directors, Supervisors and senior management of JMC.

7.3. Lawyers from Jiangxi Hua Bang Law Firm

8. Venue: Meeting Room No.1, 20th Floor, JMC Building, No. 2111 Yingbin MiddleAvenue, Nanchang City, Jiangxi Province, People’s Republic of China.

II. The item to be reviewed by the meeting:

CodeItemsRemark
Voting to the columns marked with “√”
100Total proposals
Proposals not adopting accumulative voting:
1.00Proposal on Providing Financial Assistance to a Holding Subsidiary
2.00Proposal on the Y2024 Routine Related Party Transaction Framework with JMCG Finance Company
3.00Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangxi Jiangling Motors Imp. & Exp. Co., Ltd. and its subsidiaries
4.00Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangling Motor Group Co., Ltd. and its subsidiaries
5.00Proposal on the Y2024 Routine Related Party Transaction Framework with Ford and its subsidiaries
6.00Proposal on the Y2024 Routine Related Party Transaction Framework with Magna PT Powertrain (Jiangxi) Co., Ltd.
7.00Proposal on the Y2024 Routine Related Party Transaction Framework with Nanchang Jiangling Huaxiang Auto Components Co., Ltd.
8.00Proposal on the Y2024 Routine Related Party Transaction Framework with Nanchang Baojiang Steel Processing Distribution Co., Ltd.
9.00Proposal on the Y2024 Routine Related Party Transaction Framework with China South Industries Group Co., Ltd. and its subsidiaries
10.00Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangxi Jiangling Lear Interior System Co., Ltd.
11.00Proposal on the Y2024 Routine Related Party Transaction Framework with Faurecia Emissions Control Technologies (Nanchang) Co., Ltd.

Please refer to the Public Announcement of Jiangling Motors Corporation, Ltd onProviding Financial Assistance to A Holding Subsidiary published on January 20, 2024in China Securities, Securities Times, Hong Kong Commercial Daily, and on thewebsite http://www.cninfo.com.cn for details of the proposal 1.

Ford Motor Company, a shareholder of the Company, will withdraw from the voting onthe proposal 1 as the minority shareholder of Jiangling Ford Motor Technology(Shanghai) Co., Ltd. who is a holding subsidiary of the Company and will receive the

financial assistance.

Please refer to the Public Announcement on Forecast of the Routine Related PartyTransactions in 2024 of JMC published on December 12, 2023 in China Securities,Securities Times, Hong Kong Commercial Daily, and on the websitehttp://www.cninfo.com.cn for details of the proposals 2-11.

The proposals 2-11 are related party transactions. When voting on the proposals at theshareholders’ meeting, Ford Motor Company (“Ford”) will withdraw from the votingon the related party transactions associated with Ford and its affiliates; NanchangJiangling Investment Co., Ltd. will withdraw from the voting on the related partytransactions associated with Nanchang Jiangling Investment Co., Ltd. and its affiliates,or associated with Jiangling Motors Group Co., Ltd. and its affiliates, and or associatedwith Changan Automobile Co., Ltd. and its affiliates.

All the above-mentioned proposals shall be approved in form of ordinary resolution.

III. Registration for the Shareholders’ Meeting

1. Registration procedures

The shareholder holding A Shares should present personal identity card and securitiesaccount card; the representative should present his own identity card, the Proxy (seeattachment 1) and the shareholder’s securities account card; the representative of a legalperson shareholder should present his own identity card and the Proxy of the legalperson shareholder to handle the registration for the meeting. The shareholder holdingB Shares should present personal identity card and securities account card, therepresentative should present the Proxy signed by the shareholder to handle theregistration for the meeting.The shareholders not residing in Nanchang can handle the registration in advance byway of communication. (See attachment 2 AR. of attending the shareholders’ meeting)Registration time: 9:00 am-11:30 am and 2:00 pm-5:00 pm from February 2, 2024 toFebruary 5, 2024 on working day.Registration address: the Securities Department of JMC, JMC Building, No. 2111Yingbin Middle Avenue, Nanchang City, Jiangxi Province, People’s Republic of China.

2. The 2024 First Special Shareholders’ Meeting is expected to last no more than oneday. The attending shareholders or the representatives should be responsible for theirown travel and accommodation expenses.Correspondence MethodCorrespondence person: Mr. Wan Xianke, Mr. Yuan JunTelephone number: 86-791-85266178Fax: 86-791-85232839

IV. Online voting procedurePleases refer to the Chinese version of the Notice on Holding 2024 First SpecialShareholders’ Meeting published on January 20, 2024 in China Securities, SecuritiesTimes and on the website: http://www.cninfo.com.cn for details.

V. Document for referenceThe Resolution of the Board of Directors on the Notice on Holding 2024 First SpecialShareholders’ Meeting of JMC.

Board of DirectorsJiangling Motors Corporation, Ltd.January 20, 2024

Attachment 1:

PROXY

Full authority hereby granted to Mr./Ms. to represent the undersignedat the 2024 First Special Shareholders’ Meeting of Jiangling Motors Corporation, Ltd.,and to vote accordingly on all resolutions at the meeting. (Please express the votingresult definitely, i.e. favor, against or abstention on every proposal.)Signature of shareholder: Identity Card No.:

Number of Shares held: Securities account No.:

Type of shares (A shares or B shares):

Signature of representative: Identity Card No.:

Date of appointment of Proxy: , 2024

Voting results for the 2024 First Special Shareholders’ Meeting of JMC

Proposal CodeItemsMemoFavorAgainstAbstention
Voting in column marked with “√”
100Total proposals
Proposals not adopting accumulative voting:
1.00Proposal on Providing Financial Assistance to a Holding Subsidiary
2.00Proposal on the Y2024 Routine Related Party Transaction Framework with JMCG Finance Company
3.00Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangxi Jiangling Motors Imp. & Exp. Co., Ltd. and its subsidiaries
4.00Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangling Motor Group Co., Ltd. and its subsidiaries
5.00Proposal on the Y2024 Routine Related Party Transaction

Framework with Ford and itssubsidiaries

Framework with Ford and its subsidiaries
6.00Proposal on the Y2024 Routine Related Party Transaction Framework with Magna PT Powertrain (Jiangxi) Co., Ltd.
7.00Proposal on the Y2024 Routine Related Party Transaction Framework with Nanchang Jiangling Huaxiang Auto Components Co., Ltd.
8.00Proposal on the Y2024 Routine Related Party Transaction Framework with Nanchang Baojiang Steel Processing Distribution Co., Ltd.
9.00Proposal on the Y2024 Routine Related Party Transaction Framework with China South Industries Group Co., Ltd. and its subsidiaries
10.00Proposal on the Y2024 Routine Related Party Transaction Framework with Jiangxi Jiangling Lear Interior System Co., Ltd.
11.00Proposal on the Y2024 Routine Related Party Transaction Framework with Faurecia Emissions Control Technologies (Nanchang) Co., Ltd.

Attachment 2:

AR. of attending the shareholders’ meeting

To: Jiangling Motors Corporation, Ltd.

I, holding shares of Jiangling Motors Corporation, Ltd. as of February 1, 2024,will attend the 2024 First Special Shareholders’ Meeting of JMC.Signature of attendee:

Shareholder’s securities account No.:

Signature (Stamp) of shareholder:

Note: Newspaper cuttings and copies of the Proxy and the AR. are acceptable.


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