Hangzhou Steam Turbine Co., Ltd.Announcement of Resolutions of the First Provisional shareholders' general
meeting of 2019
The members of the Board and the Company acknowledge being responsible for the truthfulness,accuracy, and completeness of the announcement. Not any false record, misleading statement orsignificant omission carried in this announcement.
Special remarks:
1. Notice and reminder of the first provisional shareholders’ general meeting of 2019 werereleased on January 9 ,2019 with Securities Times, Shanghai Commercial Daily, Hong KongCommercial Daily, and http://www.cninfo.com.cn（ Announcement No .:2019-06）.2. No proposal was rejected at the meeting.3. No resolution of previous shareholders’ meeting was changed by this meeting.I. Holding of the meeting1. Time of the meeting:
(1) Time of the onsite meeting: January 29, 2019(Tuesday) 14：00;(2)Time of voting through network: Online voting through the trading system of SSE was 9:30～11:30, 13:00～15:00 January 29, 2019.Votes can be made anytime between 15:00 January 28,2019 and 15:00 January 29, 2019 through the online voting system provided by SSE.2. Venue: Hangzhou Steam Turbine Co., Ltd. (No.357 Shiqiao Road, Hangzhou)Meeting Room No. 2, the Conference Center3. Way of meeting: This shareholders’ meeting was held both onsite and online.4. Convener: The Board of Directors of the Company5. Host of the meeting: Chairman of the Company, Mr. Zheng Bin6. The calling and holding procedures were complying with the Company Law, Rules of Listingof SSE, and the Articles of Association.II. Delegates at the meeting1. Presenting of the meeting by shareholders
Totally 372shareholders and attorneys presented the meeting,representing 546,020,978shares, accounted of 72.42% of the total voting shares.
Among them there was 1 state-owned share holder holding 479,824,800 shares, accountedof 63.64% of the total voting shares;371B-stock holders, representing 66,196,178 shares,accounted of 8.78% of total voting shares.
Totally 75 shareholders and attorneys presented at the onsite meeting, representing503,772,734shares, accounted of 66.81 % of total voting shares.
297shareholders presented the meeting by online voting system, representing 42,248,244shares accounted of 5.60 % of total voting share.
2. Presenting of other delegates
The directors, supervisors and executives of the Company, as well as the law consultant –Zhejiang Tiance Law Firm presented the meeting.
III. Proposals and voting resultsThe following proposals were voted and adopted at the meeting by means of online andonsite voting.
(1) The meeting examined and adopted the Proposal on Revising the Company’s Articleof Association;
The proposal is a special proposal , the effective voting rights of the total number of shares ofmore than 2/3.
| In favor | Objection | Waive | ||||
| Number of shares | Proportion | Number of shares | Proportion | Number of shares | Proportion | |
| Domestic holder | 479,824,800 | 100.00% | 0 | 0.00% | 0 | 0.00% |
| B-share holder | 40,440,497 | 61.09% | 25,624,442 | 38.71% | 131,239 | 0.20% |
| Total | 520,265,297 | 95.28% | 25,624,442 | 4.69% | 131,239 | 0.02% |
| Including: votes by mid-small shareholders: | ||||||
| Mid-small shareholders | 40,440,497 | 61.09% | 25,624,442 | 38.71% | 131,239 | 0.20% |
(2) The Proposal of Supplementing of non-independent director of the 7th Board ofDirectors of the Company.
| In favor | Objection | Waive | ||||
| Number of shares | Proportion | Number of shares | Proportion | Number of shares | Proportion | |
| Domestic holder | 479,824,800 | 100.00% | 0 | 0.00% | 0 | 0.00% |
| B-share holder | 40,137,597 | 60.63% | 25,857,042 | 39.06% | 201,539 | 0.30% |
| Total | 519,962,397 | 95.23% | 25,857,042 | 4.74% | 201,539 | 0.04% |
| Including: votes by mid-small shareholders: | ||||||
| Mid-small shareholders | 40,137,597 | 60.63% | 25,857,042 | 39.06% | 201,539 | 0.30% |
(3)The meeting examined and adopted the Proposal on Confirming Occurrence of DailyRelated Transactions of 2018 and the Estimated Amount of Related Transactions of the
Company of 2019The proposals of company's largest shareholder Hangzhou Steam Turbine Power Group Ltd. – therelated party holding 479,824,800 shares, waived from the voting process. The results of votingby non-related shareholders are as the following:
| In favor | Objection | Waive | ||||
| Number of shares | Proportion | Number of shares | Proportion | Number of shares | Proportion | |
| Domestic holder | / | / | / | / | / | / |
| B-share holder | 37,414,465 | 56.52% | 28,595,062 | 43.20% | 186,651 | 0.28% |
| Total | 37,414,465 | 56.52% | 28,595,062 | 43.20% | 186,651 | 0.28% |
| Including: votes by mid-small shareholders: | ||||||
| Mid-small shareholders | 37,414,465 | 56.52% | 28,595,062 | 43.20% | 186,651 | 0.28% |
IV. Legal Opinions from the Solicitors1. Name of the law firm: Zhejiang Tianche Law Firm2. Names of the lawyers: Yao Zhensong, Du Wen3. Conclusive opinion:
In the lawyers’ opinion, the convening and holding procedures, the qualification of attendees,and voting procedures of the First provisional Shareholders’ general Meeting of 2019 wascomplying with the laws, regulations and the Articles of Association of the Company. Thereforethe resolutions are legal and valid.
V. Documents for Reference
1. Resolutions of the first provisional Shareholders’ general Meeting of 2019 carrying thesignatures of the directors and secretary of Board;
2. Legal opinion issued by Zhejiang Tianche Law Firm on the shareholders’ meeting.
This announcement is hereby made.
The Board of Directors of Hangzhou Steam Turbine Co., Ltd.
January 30, 2019