supertimespayvideopoker| Eight proposals and five of them were not approved by the shareholders 'meeting. Is ST Tianyi now an "infighting"?

ST Tianyu (original securities referred to as Tianyu Information (300205)Supertimespayvideopoker, SZ300205, share price 6SupertimespayvideopokerAccording to an announcement issued on the evening of May 20, eight motions were considered at the company's 2023 shareholders' meeting, but five were not passed, including the "2023 report" and its summary.

A reporter from the Daily Business News noted that the above bill was passed unanimously at the board meeting of ST Tianyu on April 26th.

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On the morning of May 21st, the Shenzhen Stock Exchange issued a letter of concern to ST Tianyu, requiring the company to explain whether there are significant differences on related matters among major shareholders, between actual controllers, between shareholders and corporate governance, and whether there is a struggle for control of the company.

Five of the eight motions were not passed.

According to the resolution of the annual shareholders' meeting, the bills that have not been passed are "2023 work report of the Board of Directors", "2023 work report of the Supervisory Committee", "2023 Financial final accounts report", "2023 Annual report" and its summary, "2024 Chairman's salary Assessment Plan", the bills passed include "2023 profit Distribution Plan" and so on.

Judging from the voting situation, the reason why the motion was not passed was that the proportion of abstaining from voting was relatively high. Among the five bills that were not passed, the abstention of four motions, such as the "2023 Annual report" and its summary, was the same, all of which were 168.6165 million shares, accounting for 80.68% of the voting shares held by shareholders attending the meeting; the proportion of abstaining votes for the remaining one motion was 50.57%.

As for the approval votes, the approval votes for the 2023 Annual report and its summary, the 2023 Financial final accounts report and the work report of the Board of Supervisors are 40.3042 million shares and 40.35 million shares respectively. It is worth mentioning that the voting results of the Board Chairman's compensation Review Plan 2024 show that the number of consent votes of minority shareholders and agents is exactly 40.3042 million shares, which is consistent with the consent votes of the two proposals such as the 2023 report and its summary.

A reporter from the Daily Economic News noted that at the 23rd meeting of the eighth session of the board of directors held on April 26, the above-mentioned unadopted motion was passed by a unanimous vote of all the directors.

In response to this, the Shenzhen Stock Exchange issued a letter of concern, requiring the company to explain the major shareholders who abstained from voting on the relevant proposals at this shareholders' meeting, and on the basis of consulting the relevant shareholders, explain the reasons for the obvious difference between the voting opinions of the relevant major shareholders at this shareholders' meeting and those of their directors in the previous board of directors, as well as the written confirmation of the annual report by the resident directors.

The announcement did not disclose which shareholders cast the abstention and dissenting votes. The reporter noticed that by the end of March 2024, ST Tianyu controlling shareholder Wuhan Tongyu Investment Partnership (Limited Partnership) (hereinafter referred to as Wuhan Tongyu) held 105.6992 million shares, while Wuhan Optical Valley Venture Capital Fund Co., Ltd. (hereinafter referred to as Optical Valley Venture Capital Fund) held 62.9172 million shares, and the number of shares held by the first two shareholders far exceeded that of other shareholders. Coincidentally, the total number of shares held by the top two shareholders is 168.6164 million shares, only 100 shares less than the number of abstaining votes in the above four bills.

In addition, the approval vote of the Board Chairman's Remuneration Evaluation Plan is 103.2214 million shares, which is completely consistent with the sum of the number of consent votes of minority shareholders (40.3042 million shares) and the number of shares held by the second largest shareholders (62.9172 million shares); the abstention is 105.6993 million shares, which is only 100 shares different from the number of shares held by the controlling shareholder Wuhan.

So does the shareholder who abstained include the controlling shareholder and the second largest shareholder? As for the reasons why the annual report and other bills were not passed, on May 21, a reporter from the Daily Economic News called the ST Tianyu Securities Department, and the staff said that "it is not convenient to reply at this time."

Is there a struggle for control of the company?

At present, ST Tianyu has nine directors, six of whom are non-independent directors. According to the resumes of 6 people, Chairman Yan Chunyu and Director Aidi are the actual controllers of the company, and Dan Mingbo is the general manager of the company. Zeng Zhaoxiang served as deputy general manager of Shenzhen Shengchuang Intelligence Group Co., Ltd. (hereinafter referred to as Shen Chuang Intelligence) controlled by Yan Chunyu, Yan Zuohui and Wang Zuohui