Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

POLL VOTING RESULTS OF

THE EXTRAORDINARY GENERAL MEETING

HELD ON 13 APRIL 2022

The board (the "Board") of directors (the "Directors") of First Tractor Company Limited* (the "Company") confirms that there are no false representations, misleading statements or material omissions in this announcement, and individually and collectively accept the responsibility for the truthfulness, accuracy and completeness of the contents contained herein.

Unless otherwise indicated, capitalized terms used herein shall have the same meanings as those defined in the announcement of the Company dated 3 March 2022, the circular of the Company (the "Circular") dated 18 March 2022 and the Notice of EGM of the Company (the "Notice") dated 18 March 2022.

CONVENING AND ATTENDANCE OF THE EGM

The EGM was held at No. 154 Jianshe Road, Luoyang, Henan Province, the PRC, on Wednesday, 13 April 2022. All the proposed resolutions set out in the Notice were duly passed by way of poll at the EGM.

The total number of issued Shares, A Shares and H Shares entitling the holders to attend and vote on resolutions at the EGM are as follows:

(1) The number of Shareholders attending in person or by proxy 13

Including: the number of A Shareholders 12

the number of holders of foreign shares listed overseas

(H shares) 1

  • (2) The total number of shares carrying voting rights held by

    Shareholders attending the EGM (shares) 579,403,556

    Including: the total number of shares held by A Shareholders 551,811,640 the total number of shares held by holders of foreign

    shares listed overseas (H shares) 27,591,916

  • (3) The number of shares carrying voting rights held by

    Shareholders attending the EGM as a percentage of the total

    number of shares of the Company carrying voting rights (%) 51.565

    Including: the number of shares held by A Shareholders as a

percentage of the total number of shares (%) 49.109 the number of shares held by holders of foreign shares listed overseas as a percentage of the total number

of shares (%) 2.456

As at the date of the EGM, the Company had in issue 1,123,645,275 Shares, divided into 731,705,275 A Shares and 391,940,000 H Shares. As disclosed in the Circular, YTO and its associates (holding in aggregate 548,485,853 A Shares) were required to abstain and have abstained from voting on Resolution No. 3 at the EGM.

Save as disclosed above, there were no Shares entitling the holders thereof to attend and abstain from voting in favour or abstain from voting at the EGM, and no Shareholders have stated their intention in the Circular to vote against the resolutions or to abstain from voting at the EGM.

The EGM was convened by the board of directors of the Company. The board of directors has unanimously agreed to recommend a director, Liu Jiguo, acting as Chairman and presiding over the EGM since the Chairman of the Board, Mr. Li Xiaoyu, could not attend the EGM for work reasons. A combination of live voting and online voting procedures was adopted for the EGM, which is in compliance with the requirements of the Company Law of the PRC, the Articles of Association and the Hong Kong Listing Rules.

Some directors, supervisors and secretary to the Board of the Company attended the EGM and some members of senior management were also present at the EGM.

Henan Liaowang Certified Public Accountants* (General Partnership) (ئیዴ׶ึࠇ ࢪԫਕה€౷ஷΥྫ), certified public accountants in the PRC, was the scrutineer for the vote-taking at the EGM. The shareholder representative of the Company, Zhong Lun Law Firm, the Company's PRC lawyer, and a supervisor of the Company were appointed as the counters and scrutineers for the vote-taking at the EGM.

POLL RESULTS OF THE EGM

A. Resolutions approved by way of non-cumulative voting

  • 1. Resolution regarding the amendments to the Articles of Association of the Company

    Shareholder category

    For

    Against

    Abstention

    Number of votes

    Percentage

    (%)

    Number of Votes

    Percentage

    (%)

    Number of votes

    Percentage

    (%)

    A Share

    551,728,140

    95.2235

    82,800

    0.0143

    700

    0.0001

    H Share

    27,591,916

    4.7621

    0

    0.0000

    0

    0.0000

    Total:

    579,320,056

    99.9856

    82,800

    0.0143

    700

    0.0001

  • 2. Resolution regarding the amendments to the Rules of Procedure of the Board Meetings of the Company

Shareholder category

For

Against

Abstention

Number of votes

Percentage

(%)

Number of Votes

Percentage

(%)

Number of votes

Percentage

(%)

A Share

551,728,140

95.2235

82,800

0.0143

700

0.0001

H Share

27,591,916

4.7621

0

0.0000

0

0.0000

Total:

579,320,056

99.9856

82,800

0.0143

700

0.0001

  • 3. Resolution regarding the increase in the cap amount of the Energy Procurement Agreement for 2022 to 2024 between the Company and YTO Group Corporation Limited

    Shareholder category

    For

    Against

    Abstention

    Number of votes

    Percentage

    (%)

    Number of Votes

    Percentage

    (%)

    Number of votes

    Percentage

    (%)

    A Share

    3,242,287

    10.4868

    82,800

    0.2678

    700

    0.0023

    H Share

    27,591,916

    89.2431

    0

    0.0000

    0

    0.0000

    Total:

    30,834,203

    99.7299

    82,800

    0.2678

    700

    0.0023

  • 4. Resolution regarding the amendments to the Decision Making Principles on Investments and Operation of the Company

    Shareholder category

    For

    Against

    Abstention

    Number of votes

    Percentage

    (%)

    Number of Votes

    Percentage

    (%)

    Number of votes

    Percentage

    (%)

    A Share

    551,728,140

    95.2235

    82,800

    0.0143

    700

    0.0001

    H Share

    27,591,916

    4.7621

    0

    0.0000

    0

    0.0000

    Total:

    579,320,056

    99.9856

    82,800

    0.0143

    700

    0.0001

  • 5. Remuneration plan for the Directors of the ninth session of the board of Directors and Supervisors of the board of Supervisors of the Company

Shareholder category

For

Against

Abstention

Number of votes

Percentage

(%)

Number of Votes

Percentage

(%)

Number of votes

Percentage

(%)

A Share

551,728,140

95.2235

82,800

0.0143

700

0.0001

H Share

27,591,916

4.7621

0

0.0000

0

0.0000

Total:

579,320,056

99.9856

82,800

0.0143

700

0.0001

B. Resolutions approved by way of cumulative voting

6.00 Resolutions regarding the Election of non-independent Directors of the ninth session of the board of Directors of the Company (4 Directors are elected)

No.

Resolution

Number of

Votes

Percentage

(%)

Elected (Y/N)

6.01

To elect Liu Jiguo as a non-independent Director of the ninth session of the board of Directors of the Company for a term of office from 13 April 2022 to 12 April 2025

578,506,561

99.8452

Y

6.02

To elect Zhang Zhiyu as a non-independent Director of the ninth session of the board of Directors of the Company for a term of office from 13 April 2022 to 12 April 2025

579,282,561

99.9791

Y

6.03

To elect Fang Xianfa as a non-independent Director of the ninth session of the board of Directors of the Company for a term of office from 13 April 2022 to 12 April 2025

579,282,560

99.9791

Y

6.04

To elect Ma Zhihui as a non-independent Director of the ninth session of the board of Directors of the Company for a term of office from 13 April 2022 to 12 April 2025

579,282,561

99.9791

Y

7.00 Resolutions regarding the election of independent Directors of the ninth session of the board of Directors of the Company (3 independent Directors are elected)

No.

Resolution

Number of

Votes

Percentage

(%)

Elected (Y/N)

7.01

To elect Edmund Sit as an independent non-executive Director of the ninth session of the board of Directors of the Company for a term of office from 13 April 2022 to 12 April 2025

577,182,441

99.6167

Y

7.02

To elect Wang Shumao as an independent non-executive Director of the ninth session of the board of Directors of the Company for a term of office from 13 April 2022 to 12 April 2025

579,316,561

99.9850

Y

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First Tractor Company Limited published this content on 13 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 April 2022 22:14:10 UTC.