Hold a general meeting of shareholders and suspend trading today.

Shenhua Holdings (600653) held a general meeting of shareholders, and the contents of the meeting were reviewed:

1, 2006 annual report and the summary of 2006 annual report;

2. Report of the Board of Directors in 2006;

3. Annual Report of the Board of Supervisors in 2006;

4. Profit distribution plan for 2006;

Audited by Shenzhen Pengcheng Certified Public Accountants Co., Ltd., the company's net profit in 2006 was RMB 65,438+06,566,436.40, which was RMB 65,438+0,406,7265,438+0.37 159. 4 13.57 yuan, plus other transfers of 52,194,923.56 yuan, the distributable profit of shareholders is-777,522,774.98 yuan, and the undistributed profit is-777,522,774.98 yuan.

In view of the fact that the company realized a net profit of 65,438+06,566,436.40 yuan in 2006, all of which were used to make up for the losses in previous years, and the accumulated undistributed profit of the company at the end of the reporting period was-777,522,774.98 yuan, so the board of directors decided not to distribute the profits or convert the reserve fund into share capital.

5.2006 financial final report and 2007 financial budget report;

6. Proposal on Write-off of Bad Debt: The company wrote off the bad debts of other receivables left by the company and its subsidiaries, totaling 7,403,073.80 yuan (as of 2005, the provision for bad debts was 65,438+0,580,722.83 yuan).

7. Proposal on the Company's Guarantee for Subsidiaries in 2007: In order to ensure the capital demand in the company's business development, according to the current bank's credit intention, the guarantee plan provided by the parent company for subsidiaries in 2007 is as follows: The guarantee plan provided by the parent company for subsidiaries in 2007 is a comprehensive guarantee amount of 950 million yuan.

8. The Company's proposal on daily related party transactions in 2007 is as follows:

1). Proposal on the related transactions of the company's purchase of Zhonghua Jinke products from brilliance jinbei Automobile Co., Ltd. in 2007: On March 9, 2007, the company signed an agreement with brilliance jinbei, stipulating that within the one-year validity period after the agreement came into effect, the company would purchase Zhonghua series cars and Jinbei series light buses and their parts from brilliance jinbei (hereinafter referred to as "Zhonghua Jinke products").

Main contents and pricing basis of related party transactions

Pricing Basis: In principle, it is priced with reference to the market price, but it is not higher than the price level provided by brilliance jinbei to any other suppliers of China and Jinke products.

The purpose of this transaction and its impact on the company.

This transaction will help both parties to optimize their internal industrial structure and business structure, and give full play to their respective advantages in automobile professional manufacturing and automobile professional marketing, thus further improving the economic benefits of both parties.

2) Proposal on related transactions of Mianyang Huarui Automobile Co., Ltd., a subsidiary of the company, purchasing about 60 million yuan of automobile engines and parts from Mianyang Chen Xin Power Machinery Co., Ltd. in 2007: Mianyang Huarui, a subsidiary of the company, signed an agreement with Mianyang Chen Xin on March 9, 2007, agreeing to purchase about 60 million yuan of automobile engines and parts from it within the validity period of the agreement.

Pricing basis: Mianyang Huarui purchases automobile engines and parts from Mianyang Chen Xin according to the market price.

The purpose of this transaction and its impact on the company.

This transaction will help the company to reduce production costs, improve the quality of the whole machine and supporting products, and ensure the stability of production.

9. In 2007, the related party transaction proposal that the company purchased domestic BMW cars from BMW Brilliance Automobile Co., Ltd.;

1). Proposal on the related transaction of Shenyang Huabao Automobile Sales & Service Co., Ltd., a subsidiary of the company, purchasing 374 million yuan of BMW domestic vehicles from BMW Brilliance Automobile Co., Ltd. in 2007: Shenyang Huabao expects to purchase 374 million yuan of BMW domestic vehicles from BMW Brilliance in 2007.

2) Proposal on the related transaction of Chongqing Baosheng Automobile Sales & Service Co., Ltd., a subsidiary of the company, purchasing domestic BMW cars from BMW Brilliance Automobile Co., Ltd. in 2007: Chongqing Baosheng expects to purchase domestic BMW cars from BMW Brilliance in 2007, which is about 346,543.8+0 million yuan.

3) Proposal on the related transaction of Hefei Baolifeng Automobile Sales & Service Co., Ltd., a subsidiary of the company, purchasing about 286 million yuan of BMW domestic cars from BMW Brilliance Automobile Co., Ltd. in 2007: Hefei Baolifeng expects to purchase about 286 million yuan of BMW domestic cars from BMW Brilliance in 2007.

4) Proposal on the Company's subsidiary Anshan Chenbao Automobile Sales & Service Co., Ltd. purchasing related transactions of RMB 654,38+065,438+million from BMW Brilliance in 2007: Anshan Chenbao is expected to purchase RMB 654,38+065,438+million from BMW Brilliance in 2007.

10. Proposal on increasing independent directors: Mr. Shen Pinfa, an independent director of the company, resigned as an independent director of the company on May 23, 2007 due to personal work reasons. According to the relevant provisions of the Articles of Association, the company requested the board of directors to add Ms. Hui Xiquan as an independent director of the seventh board of directors of the company.

1 1. Proposal on Re-appointing Shenzhen Pengcheng Certified Public Accountants Co., Ltd. as the company's 2007 annual financial report auditing accounting firm: Re-appointing Shenzhen Pengcheng Certified Public Accountants Co., Ltd. as the company's 2007 annual financial report auditing accounting firm for one year.

Attached are resumes of candidates for independent directors.

Hui Xiquan, female, was born in 194 1, with a university degree. He used to be the vice president of Shanghai Higher People's Court, a first-class senior judge, a member of the Standing Committee of Shanghai Municipal People's Congress, the vice president of Shanghai Women's Federation, and the vice president and executive director of China Women Judges Association.

Hope to adopt.