广州地铁设计研究院股份有限公司2025年第二次临时股东会决议公告

Meeting Details - The meeting was held on June 20, 2025, at 15:00 [3] - The location of the meeting was at the Metro Design Building, Guangzhou [4] - The meeting combined on-site voting and online voting [5] - The meeting was convened by the Board of Directors of Guangzhou Metro Design Institute Co., Ltd. [6] - The meeting was presided over by Chairman Wang Dijun [7] - A total of 408,326,898 shares with voting rights were represented at the meeting [8] Proposal Voting Results - The proposal regarding the issuance of shares for asset acquisition and fundraising was approved, requiring a two-thirds majority of the voting rights present [10][12] - The proposal for the specific plan of issuing shares for asset acquisition was also approved, with similar voting requirements [12][13] - Multiple specific proposals related to the asset acquisition, including pricing and issuance details, were approved with over two-thirds majority [13][14][15] - The proposal for signing a conditional share purchase agreement was approved [22] - The proposal regarding performance commitment and compensation agreement was approved [24] - The proposal confirming the transaction as a related party transaction was approved [26] - The proposal stating that the transaction does not constitute a major asset restructuring was approved [28] - The proposal confirming compliance with relevant regulations for major asset restructuring was approved [30] - The proposal regarding the independence of the evaluation agency was approved [48] - The proposal for the authorization of the Board of Directors to handle related matters was approved [60] Legal and Documentation - The meeting was witnessed by lawyers from Beijing Zhonglun (Guangzhou) Law Firm, confirming the legality of the meeting procedures and results [61] - Documents related to the meeting, including resolutions and legal opinions, are available for review [62]