Shuangliang Eco-Energy Systems Co.Ltd(600481)
The second extraordinary general meeting of shareholders in 2022
Parliamentary documentation
February 16, 2002
catalogue
Shuangliang Eco-Energy Systems Co.Ltd(600481) notice of the second extraordinary general meeting of shareholders in 2022 three
Proposal 1. Proposal on increasing the amount of external guarantee eight
Proposal 2. Proposal on foreign investment and the proposed signing of the cooperation agreement for Baotou monocrystalline silicon phase II project ten
Shuangliang Eco-Energy Systems Co.Ltd(600481)
Notice of the second extraordinary general meeting of shareholders in 2022
1、 Basic information of the meeting (I) type of the general meeting of shareholders and the second extraordinary general meeting in 2022 (II) convener of the general meeting of shareholders: Board of directors (III) voting method: the voting method adopted by the general meeting of shareholders is a combination of on-site voting and online voting (IV) date, time and place of the on-site meeting
Date and time of the meeting: 14:00 on February 16, 2022
Venue: meeting room (5) on the fifth floor of Shuangliang Eco-Energy Systems Co.Ltd(600481) No. 88 Xili Road, Jiangyin City, Jiangsu Province. Online voting system, start and end date and voting time.
Online voting system: online voting system for shareholders' meeting of Shanghai Stock Exchange
Starting and ending time of online voting: from February 16, 2022
To February 16, 2022
The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders. （6） Margin trading, refinancing, agreed repurchase business accounts and voting procedures for investors of Shanghai Stock connect
The voting of investors involved in margin trading, refinancing business, agreed repurchase business and Shanghai Stock connect shall be carried out in accordance with the implementation rules for online voting at the general meeting of shareholders of listed companies of Shanghai Stock Exchange and other relevant provisions. （7） Involving the public solicitation of shareholders' voting rights is not applicable
2、 Matters considered at the meeting
The types of proposals and voting shareholders deliberated at the general meeting of shareholders
Voting shareholder type serial number proposal name
A-share shareholders
Non cumulative voting motion
1. Proposal on increasing the amount of external guarantee √
2 proposal on foreign investment and proposed signing of cooperation agreement for Baotou monocrystalline silicon phase II project √
1. Time and media of disclosure of each proposal
The above proposal has been deliberated and adopted at the third extraordinary meeting of the seventh board of directors in 2022 held on January 28, 2022. The announcement of the resolution of the meeting and relevant documents have been disclosed in the media designated by the company, such as Shanghai Securities News, securities times, China Securities News and the website of Shanghai Stock Exchange (www.sse. Com. CN) Disclosure on. 2. Special resolution proposal: not applicable 3. Proposal for separate vote counting of small and medium-sized investors: 1. 24. Proposal involving avoidance of voting by affiliated shareholders: not applicable
Names of affiliated shareholders who should avoid voting: not applicable 5. Proposals involving preferred shareholders' participation in voting: not applicable 3. Voting precautions for the general meeting of shareholders (I) if the shareholders of the company exercise their voting rights through the online voting system of the general meeting of shareholders of Shanghai Stock Exchange, they can log in to the voting platform of the trading system (through the trading terminal of the securities company designated for trading) to vote, You can also log in to the Internet voting platform (website: vote. Sseinfo. Com.) Vote. For the first time to log in to the Internet voting platform to vote, investors need to complete shareholder identity authentication. Please refer to the instructions on the website of the Internet voting platform for specific operations.
(II) shareholders exercise their voting rights through the online voting system of the general meeting of shareholders of Shanghai Stock Exchange. If they have multiple shareholder accounts, they can use any shareholder account holding the company's shares to participate in online voting. After voting, it shall be deemed that all ordinary shares of the same class or preferred shares of the same variety under their shareholder accounts have voted for the same opinion respectively. (III) if the same voting right is voted repeatedly through on-site, online voting platform of the exchange or other means, the first voting result shall prevail. (IV) shareholders can submit all proposals only after voting. 4、 Participants of the meeting (I) after the closing of the stock market on the equity registration date, the shareholders of the company registered in Shanghai Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders (see the table below for details), and can entrust agents to attend the meeting and vote in writing. The agent need not be a shareholder of the company.
Stock category Stock Code Stock abbreviation equity registration date
A share 600481 Shuangliang Eco-Energy Systems Co.Ltd(600481) 2022 / 2 / 11
(II) directors, supervisors and senior managers of the company. (III) lawyers employed by the company. (IV) other personnel (V) meeting registration method
1. Registration time: 8:00-11:00 a.m. and 12:00-17:00 p.m. on February 14, 2022
2. Registration place: Office of the Secretary of the board of directors of the company 3. Registration method: when registering the shareholders of social public shares, the following relevant documents must be provided: shareholding certificate, shareholder account card, original and copy of my ID card; The agent shall hold the power of attorney of the shareholder, the effective shareholding certificate of the principal, the shareholder account card, the copy of the principal's ID card and the original and copy of the agent's ID card. The shareholders of legal person shares shall go through the registration formalities at the company with the copy of business license, power of attorney of legal representative, shareholder account card and ID card of attendees.
Non local shareholders can register by letter or fax, and the letter registration shall be subject to the local postmark. The above registration measures shall not affect the rights of shareholders registered on the date of equity registration. (VI) other matters 1. The duration of the meeting is half a day, and the expenses shall be borne by itself. 2. Contact address: the office of the board of directors of Shuangliang Eco-Energy Systems Co.Ltd(600481) Ligang Town, Jiangyin City, Jiangsu Province is hereby announced.
Shuangliang Eco-Energy Systems Co.Ltd(600481) board of directors January 29, 2022 Annex 1: power of attorney
Power of attorney
Shuangliang Eco-Energy Systems Co.Ltd(600481) ：
I hereby entrust Mr. (Ms.) to attend the second extraordinary general meeting of shareholders of your company in 2022 held on February 16, 2022 on behalf of my unit (or myself) and exercise voting rights on behalf of me.
Number of ordinary shares held by the trustor: number of preferred shares held by the trustor: account number of the trustor's shareholder:
No. name of non cumulative voting proposal agree against abstain
1. Proposal on increasing the amount of external guarantee
2. About foreign investment and plans to sign a Baotou form
Proposal on cooperation agreement of crystalline silicon phase II project
Signature (seal) of the trustor: signature of the trustee:
The ID number of the client: the ID number of the trustee:
Date of entrustment: mm / DD / yy
Note: the trustor shall choose one of "agree", "oppose" or "abstain" in the power of attorney and tick "√". If the trustor does not give specific instructions in this power of attorney, the trustee has the right to vote according to its own wishes.
Proposal 1, Shuangliang Eco-Energy Systems Co.Ltd(600481)
Proposal on increasing the amount of external guarantee
Chairman Miao Wenbin
Dear shareholders and shareholder representatives
Now I am entrusted by the board of directors to make a proposal to increase the amount of external guarantee for your deliberation.
1、 Overview of guarantee
Shuangliang Eco-Energy Systems Co.Ltd(600481) (hereinafter referred to as "the company") held the eighth extraordinary meeting of the seventh board of directors in 2021 and the third extraordinary general meeting of shareholders in 2021 on August 11, 2021 and August 27, 2021 respectively to ensure the capital demand plan of the wholly-owned subsidiary Shuangliang silicon materials (Baotou) Co., Ltd. Baotou 40gw monocrystalline silicon phase I Project (20GW), The proposal on the expected external guarantee amount in 2021 was deliberated and adopted. The company expects to provide a financing guarantee with a total amount of no more than RMB 1.8 billion for Shuangliang silicon materials (Baotou) Co., Ltd. in 2021, and the guarantee limit is valid for 12 months from the date of deliberation and approval of the third extraordinary general meeting of shareholders in 2021.
With the rapid implementation of the company's large-size monocrystalline silicon chip strategy, for the actual needs of the company's silicon chip business, it is expected that the previous guarantee amount for Shuangliang silicon materials (Baotou) Co., Ltd. will not meet the company's capital needs. Therefore, it is proposed to add RMB 3.2 billion to the original external guarantee amount. After the increase, the total guarantee amount is RMB 5 billion, and the validity period of the guarantee amount is still within 12 months from the date of the third extraordinary general meeting of shareholders in 2021. At the same time, the board of directors of the company requests the general meeting of shareholders to authorize the chairman of the company and his authorized persons to fully handle the specific matters of providing guarantee within the scope of the above guarantee amount after being deliberated and approved by the second extraordinary general meeting of shareholders in 2022.
2、 Basic information of the guaranteed
Company name: Shuangliang silicon material (Baotou) Co., Ltd
Date of establishment: February 22, 2021
Registered capital: 90 million yuan
Legal representative: Miao Wenbin
Company type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Unified social credit Code: 91150204ma13u5hqxc
Registered address: No. 35, Binhe Road, Cuihu new area, Inner Mongolia Autonomous Region
Business scope: development, production, processing and sales of semiconductor materials, monocrystalline silicon rods, monocrystalline silicon wafers, Cecep Solar Energy Co.Ltd(000591) batteries, semiconductor equipment, electronic components, electrical machinery, quartz crucible, carbon carbon composite materials, graphite and Cecep Solar Energy Co.Ltd(000591) equipment; Investment and operation of photovoltaic power station; Import and export of goods (excluding goods prohibited by the state or involving administrative examination and approval).
Key financial data
Unit: 10000 yuan
Subject: September 30, 2021 (Unaudited)
Total assets 144418.09
Total liabilities 55407.75
Net assets 89010.34
Operating income 475.66
Operating cost 360.70
1. Latest credit rating status: not applicable.
2. Major contingencies affecting the guaranteed's solvency: none.
3. Relationship with listed companies or other relationships: Shuangliang silicon materials (Baotou) Co., Ltd. is a wholly-owned subsidiary of the company, and the listed company holds 100% equity of the company.
3、 Main contents of the guarantee agreement
When the guarantee actually occurs, the company shall sign the guarantee contract within the approved amount. The specific amount of guarantee and guarantee period shall be subject to the actually signed contract.
4、 Accumulated external guarantee quantity and overdue guarantee quantity
Up to now, the balance of guarantee provided by the company for subsidiaries is 1283.55 million yuan. The company has no overdue guarantee. This proposal has been deliberated and adopted at the third extraordinary meeting of the seventh board of directors in 2022.
The above proposals are for the deliberation of all shareholders and their representatives.
February 16, 2002
Proposal II. Shuangliang Eco-Energy Systems Co.Ltd(600481) system shares
