Securities code: 300782 securities abbreviation: Maxscend Microelectronics Company Limited(300782) Announcement No.: 2022-006 Maxscend Microelectronics Company Limited(300782)
Notice on convening the first extraordinary general meeting of shareholders in 2022
The company and all members of the board of directors guarantee that the information disclosed is true, accurate, complete and free from falsehood
Records, misleading statements or material omissions.
In accordance with the relevant provisions of the company law of the people's Republic of China and the articles of association of Maxscend Microelectronics Company Limited(300782) , after deliberation and approval at the 12th meeting of the second board of directors of Maxscend Microelectronics Company Limited(300782) (hereinafter referred to as the "company"), it is decided to convene the first extraordinary general meeting of shareholders in 2022 at 14:30 p.m. on Wednesday, February 16, 2022. The relevant matters of this meeting are hereby notified as follows:
1、 Basic information of the meeting
1. Session of shareholders' meeting: the first extraordinary general meeting of shareholders in 2022
2. Convener of the general meeting of shareholders: the board of directors of the company
3. Legality and compliance of the meeting: the convening procedures of the general meeting of shareholders comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
4. Date and time of the meeting:
(1) On site meeting time: 14:30 PM, Wednesday, February 16, 2022
(2) Online voting time: the online voting time through the trading system of Shenzhen stock exchange is: 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on Wednesday, February 16, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on Wednesday, February 16, 2022.
5. Meeting mode: this meeting adopts the combination of on-site voting and online voting
(1) On site voting: shareholders attend the on-site meeting in person or entrust their agents to attend the on-site meeting by authorization. (2) Online voting: the company will provide online voting platform to the shareholders of the company through the trading system of Shenzhen Stock Exchange and the Internet voting system of Shenzhen Stock Exchange. The shareholders of the company can exercise their voting rights through the above system during the above-mentioned online voting time. Only one of the on-site and online voting methods can be selected for the same voting right. In case of repeated voting of the same voting right, the first valid voting result shall prevail.
7. Attendees:
(1) Shareholders holding shares of the company or their agents on the equity registration date.
At the close of the market on the afternoon of February 10, 2022, the shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders, and can entrust an agent to attend and vote in writing. The agent does not need to be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company.
(3) Witness lawyers and relevant personnel employed by the company.
8. Venue of the on-site meeting: conference room, floor 2, building A3, No. 777, Jianzhu West Road, Binhu District, Wuxi City, Jiangsu Province
2、 Description of matters to be considered, types of proposals and voting methods at this meeting
Proposal remarks
The ticked column of the code proposal name column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 about the company's restricted stock incentive plan in 2022 (Draft) > and √
Abstract proposal
2.00 assessment management on the implementation of the company's restricted stock incentive plan in 2022 √
Proposal on measures
3.00 proposal for the general meeting of shareholders to authorize the board of directors to handle restricted shares in 2022 √
Proposal on matters related to ticket incentive plan
Description of voting method:
1. Among the above proposals, proposals 1, 2 and 3 are special resolutions, which can be adopted only with the consent of more than 2 / 3 of the effective voting shares held by the shareholders (including shareholders' agents) attending the general meeting of shareholders.
2. The votes of small and medium-sized investors are counted separately for all the proposals of the general meeting of shareholders, and the vote counting results are disclosed in the resolutions of the general meeting of shareholders (small and medium-sized investors refer to other shareholders except directors, supervisors, senior managers who hold shares of listed companies, and shareholders who individually or jointly hold more than 5% of the shares of listed companies).
3. The above proposal has been deliberated and adopted at the 12th meeting of the second board of directors of the company. For details, please refer to the announcement on the resolution of the 12th meeting of the second board of directors (Announcement No.: 2022-004) disclosed on cninfo.com on January 27, 2022.
3、 Meeting registration and other matters
1. Registration method: on-site, letter or fax registration. Telephone registration is not accepted for this meeting.
(1) The legal representative or the agent entrusted by the legal representative shall attend the meeting. If the legal representative attends the meeting, he shall go through the registration formalities with the shareholder's account card, the copy of the business license stamped with the official seal, the certificate of the legal representative and the ID card; If the legal representative entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the agent's ID card, a copy of the business license stamped with the official seal, the power of attorney issued by the legal representative (Annex III), the certificate of the legal representative and the shareholder's account card; Attendees shall bring the original of the above documents to the shareholders' meeting.
(2) Natural person shareholders shall go through the registration procedures with their own ID card and shareholder account card; If a natural person shareholder entrusts an agent, the agent shall go through the registration formalities with his own ID card, power of attorney (Annex III), client's shareholder account card and client's ID card; Attendees shall bring the original of the above documents to the shareholders' meeting.
(3) Non local shareholders can register by letter or fax. Shareholders should carefully fill in the registration form of participating shareholders (Annex II) for registration confirmation. The fax shall be delivered to the Securities Investment Department of the company before 17:00 p.m. on February 15, 2022. Telephone registration is not accepted.
2. Registration time: 9:00-12:00 a.m. and 14:00-17:00 p.m. on February 15, 2022
3. Registration place and mail address: Office of securities investment department, floor 11, building A3, No. 777, Jianzhu West Road, Binhu District, Wuxi City.
If the registration is made by letter, please mark "general meeting" on the envelope.
4. Meeting contact information
Contact: Liu Liqiong
Tel: 0510-85185388
Fax: 0510-85168517
Postal Code: 214072
5. Other matters
(1) Shareholders and shareholders' agents attending the on-site meeting shall carry the original of relevant certificates and go through the registration formalities at the venue half an hour before the meeting.
(2) All shareholders attending the on-site meeting of the general meeting of shareholders shall bear their own accommodation, transportation and other expenses.
4、 Specific operation process of participating in online voting
At this shareholders' meeting, shareholders can vote through the Shenzhen stock exchange system and Internet voting system（ http://wltp.cn.info.com.cn. ）See Annex I for the specific operation of online voting.
5、 Documents for future reference 1. Resolutions of the 12th meeting of the second board of directors of the company; 2. Resolution of the 11th meeting of the second board of supervisors of the company. It is hereby announced. Annex I: specific operation process of online voting Annex II: registration form of shareholders attending the first extraordinary general meeting in 2022 Annex III: power of attorney of the first extraordinary general meeting in 2022
Maxscend Microelectronics Company Limited(300782) Annex I of the board of directors on January 27, 2022:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 350782 voting abbreviation: Zhuosheng voting
2. Proposal setting and opinion voting: the proposal of this extraordinary general meeting of shareholders is a non cumulative voting proposal, and the voting opinions shall be filled in: agree, disagree and abstain.
3. When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals except the cumulative voting proposal.
When shareholders vote repeatedly on the general proposal and specific proposal, the first valid vote shall prevail. If the shareholder votes on the specific proposal first and then on the general proposal, the voting opinion of the specific proposal that has been voted shall prevail, and the voting opinion of the general proposal shall prevail for other proposals that have not been voted; If the general proposal is voted first and then the specific proposal is voted, the voting opinion of the general proposal shall prevail.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: 9:15-9:25 am, 9:30-11:30 PM and 13:00-15:00 pm on Wednesday, February 16, 2022.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
3、 Voting procedure through Internet voting system
1. The voting start time of the Internet voting system is any time from 9:15 to 15:00 on Wednesday, February 16, 2022.
2. Shareholders who conduct online voting through the Internet voting system need to handle identity authentication in accordance with the provisions of the guidelines for online investor service identity authentication business of Shenzhen Stock Exchange (revised in 2016) and obtain the "Shenzhen stock exchange digital certificate" or "Shenzhen Stock Exchange investor service password". The specific identity authentication process can log in to the Internet voting system http://wltp.cn.info.com.cn. Refer to the rule guidance column.
3. Shareholders can log in according to the service password or digital certificate obtained http://wltp.cn.info.com.cn. Vote through the Internet voting system of Shenzhen Stock Exchange within the specified time.
Annex II:
Maxscend Microelectronics Company Limited(300782)
Register of shareholders attending the first extraordinary general meeting of shareholders in 2022
Information of shareholders attending the meeting
Name of natural person shareholder, name of legal person shareholder, shareholder's domicile ID number / corporate social legal integrity code, legal person shareholder legal representative name, shareholder account number
Trustee information (to be filled in by the entrusting party)
Agent's name agent's valid ID number
contact information
Contact name, contact telephone, contact email, contact address and postcode remarks:
1. Please fill in your full name and address in block letters (which must be the same as that in the register of shareholders).
2. Please send it to the company by mail or fax. Telephone registration is not accepted.
3. The above-mentioned registration form of shareholders participating in the meeting is valid for downloading, printing, copying or self-made according to the above format.
Annex III:
Maxscend Microelectronics Company Limited(300782)
Power of attorney of the first extraordinary general meeting of shareholders in 2022
Maxscend Microelectronics Company Limited(300782) ：
I hereby entrust Mr. / Ms. (certificate number:) to attend the first extraordinary general meeting of shareholders in 2022 (hereinafter referred to as "the general meeting") of Maxscend Microelectronics Company Limited(300782) (hereinafter referred to as "the company") held on Wednesday, February 16, 2022 on behalf of my unit (myself).
The validity period of this power of attorney is from the signing date of the power of attorney to the end of this meeting.
1、 Delegated authority
The trustee's authority to make voting choices at the meeting site is:
\uf0a3 independent voting of trustee
\uf0a3 the trustor instructs voting (if this option is selected, the trustor shall give clear instructions for the voting decision of each proposal)
Remarks of the proposal: agree against waiver code the column ticked in the name of the proposal
You can vote
100 total proposals: all proposals except cumulative voting proposals √
case
Non cumulative voting proposal
About the company's restricted stock incentive in 2022
1.00 plan (Draft) > proposal for its summary √
About the company's restricted stock incentive in 2022
2.00 proposal for the implementation of assessment management measures √
Proposal for the general meeting of shareholders to authorize the board of directors to handle
3.00 matters related to restricted stock incentive plan in 2022 √
Proposal for
Note: Please tick "√" when voting on the proposal. You can only choose one of "agree", "oppose" and "abstain". If you do not tick "√" under the options, and tick "√" in both options at the same time, and the handwriting is illegible, you will be deemed to have abstained. Reasons for objection or waiver:
2、 Client and trustee information
