Securities abbreviation: Arctech Solar Holding Co.Ltd(688408) securities code: 688408 Arctech Solar Holding Co.Ltd(688408)
The second extraordinary general meeting of shareholders in 2022
Meeting materials
February 16, 2022
catalogue
Notes to the second extraordinary general meeting of shareholders in 2022 3 agenda of the second extraordinary general meeting of shareholders in 2002 5 proposal I. proposal on the change of investment mode of some raised investment projects six
Notes to the second extraordinary general meeting of shareholders in 2022
In order to safeguard the legitimate rights and interests of all shareholders, ensure the normal order and efficiency of the general meeting of shareholders and ensure the smooth progress of the general meeting, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the rules for the general meeting of shareholders of listed companies (revised in 2022), the articles of association, the rules of procedure for the general meeting of shareholders and other relevant provisions, The instructions for the second extraordinary general meeting of shareholders in 2022 are hereby formulated.
1、 In order to confirm the attendance qualification of shareholders or their agents or other attendees attending the meeting, the meeting staff will carry out necessary verification of the identity of the attendees and ask the verified ones to cooperate.
2、 In order to ensure the seriousness and normal order of the meeting and effectively safeguard the legitimate rights and interests of shareholders, shareholders or their agents or other attendees are invited to arrive at the meeting site on time to sign in and confirm their participation qualifications. The registration of the meeting shall be terminated before the chairman of the meeting announces the number of shareholders and agents attending the meeting and the number of voting rights held.
3、 The meeting deliberated and voted on proposals in the order listed in the meeting notice.
4、 Shareholders and their proxies attend the general meeting of shareholders and enjoy the right to speak, question, vote and other rights according to law. Shareholders and their agents attending the general meeting of shareholders shall earnestly perform their legal obligations, shall not infringe upon the legitimate rights and interests of the company and other shareholders and their agents, and shall not disturb the normal order of the general meeting of shareholders.
5、 Shareholders and their proxies who request to speak shall speak in accordance with the agenda of the meeting and with the permission of the chairman of the meeting. When more than one shareholder and shareholder’s agent request to speak at the same time, the one who raises his hand first shall speak; When the order cannot be determined, the host shall designate the speaker. During the meeting, only shareholders and their agents are allowed to speak or ask questions. The speeches or questions of shareholders and their agents shall focus on the topics of the meeting, be concise and concise, and the time shall not exceed 5 minutes in principle.
6、 When shareholders and their proxies request to speak, they shall not interrupt the report of the meeting reporter or the speeches of other shareholders and their proxies. When voting at the general meeting of shareholders, shareholders and their proxies will no longer speak. If shareholders and their agents violate the above provisions, the chairman of the meeting has the right to refuse or stop them.
7、 The chairman may arrange directors, supervisors and senior managers of the company to answer questions raised by shareholders. The moderator or its designated relevant personnel have the right to refuse to answer questions that may disclose the company’s trade secrets and / or insider information and damage the common interests of the company and shareholders.
8、 Shareholders and their proxies attending the general meeting of shareholders shall express one of the following opinions on the proposal submitted for voting: agree, oppose or abstain. The votes that are not filled in, wrongly filled in, illegible and not cast shall be deemed as the voters’ waiver of voting rights, and the voting results of their shares shall be counted as “waiver”.
9、 The general meeting of shareholders adopts the combination of on-site voting and online voting, and the announcement of the resolution of the general meeting of shareholders is issued in combination with the voting results of on-site voting and online voting.
10、 In order to ensure the seriousness and normal order of the general meeting of shareholders, the company has the right to refuse other persons to enter the meeting place in accordance with the law, except the shareholders and their agents, the company’s directors, supervisors, senior executives, employed lawyers and those invited by the board of directors.
11、 The meeting was witnessed by the practicing lawyer of the law firm hired by the company and issued a legal opinion.
12、 During the meeting, participants should pay attention to maintaining the order of the venue, do not walk around at will, and adjust their mobile phones to the silent state. Participants should leave the venue after the meeting without special reasons.
13、 The company will not give gifts to shareholders participating in the general meeting of shareholders, and will not be responsible for arranging the accommodation of shareholders participating in the general meeting of shareholders, so as to treat all shareholders equally.
Special reminder: in view of the need for New Coronavirus to lead to the prevention and control of pneumonia, the company recommends that all shareholders / shareholders’ agents participate as far as possible through online voting. If you really need to attend the on-site meeting, please be sure to keep your body temperature normal without respiratory discomfort and other symptoms. When attending the meeting, wear masks and other protective equipment and do a good job in personal protection. On the day of the meeting, the company will measure and register the body temperature of the participants according to the requirements of epidemic prevention and control. Only those with normal body temperature can attend the meeting. Please cooperate.
Agenda of the second extraordinary general meeting of shareholders in 2022
Time: 14:00, Wednesday, February 16, 2022
Venue: conference room on the second floor of the company
Holding method: combination of on-site voting and online voting
Convener: Board of directors
Moderator: Mr. Cai Hao, chairman
Participants: shareholders registered on the equity registration date or their authorized representatives, directors, supervisors, senior managers, witness lawyers and relevant personnel invited by the company to attend the meeting.
Agenda:
1、 The moderator declared the meeting open;
2、 Introduce the agenda and instructions of the meeting;
3、 Report the number of shareholders and their proxies present and the number of voting shares represented; 4、 Introduce the directors, supervisors, Secretary of the board of directors and other senior managers, witness lawyers and other personnel attending the meeting;
5、 Elect the vote counter and scrutineer of the meeting;
6、 Shareholders attending the meeting shall consider the following proposals one by one;
No. proposal name
1. Proposal on the change of investment mode of some raised investment projects
7、 Shareholders’ speeches and the company’s directors, supervisors and senior managers answering shareholders’ questions;
8、 On site voting;
9、 Statistical voting results;
10、 The moderator announces the voting results;
11、 Witness the lawyer to read the legal opinion;
12、 Sign the resolutions and minutes of the general meeting of shareholders;
13、 The moderator declared the meeting closed.
Motion 1
Proposal on the change of investment mode of some raised investment projects
Dear shareholders
One of the raised investment projects of the company is the project of ” Arctech Solar Holding Co.Ltd(688408) investing in new Jash new energy private Co., Ltd. in India”. According to the initial planned investment mode of the company and its Indian partner, the company, through its wholly-owned subsidiary Arctech Solar Holding Co.Ltd(688408) Hong Kong (investment) Co., Ltd., as the investment subject, jointly established a joint venture with the Indian partner and invested and built a plant in India, with a total investment of US $17.7 million, The total investment of the company is about US $10.62 million, accounting for 60%, and the Indian partner accounts for 40%. On April 29, 2021, the company disclosed the announcement on using over raised funds to increase investment in raised projects and invest in new projects on the official website of Shanghai Stock Exchange (Announcement No.: 2021-015).
On December 1, 2021, the company received the local approval for investment of the project in India. Now, according to the actual needs of project promotion, the Indian plant project of the company has been changed from the original project company jointly funded with the partner to the investment mode in which the company assigns 60% equity of the wholly-owned subsidiary of the partner (“target company”), reaching the proportion of equity structure planned in the initial project, And the subsequent investment will be made by subscribing the registered capital or shareholder loan according to the capital needs of the project promotion process. According to the original plan, the company invested the raised investment in Arctech Solar Holding Co.Ltd(688408) Hong Kong (investment) Co., Ltd., a wholly-owned subsidiary of the company, and used Arctech Solar Holding Co.Ltd(688408) Hong Kong (investment) Co., Ltd. to subscribe for registered capital or shareholder loans for the construction of Indian factory projects. Except for the change of investment mode of the above-mentioned raised investment projects, there are no changes in the implementation subject, total investment, investment amount of raised funds and construction content of the raised investment projects, but the investment mode is adjusted according to the needs of project promotion.
For details, please refer to the website of the company on Shanghai Stock Exchange on January 28, 2022 (www.sse. Com. CN.) Relevant announcements of disclosure.
This proposal has been deliberated and adopted at the 27th meeting of the second board of directors and is now submitted to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation.
Arctech Solar Holding Co.Ltd(688408) board of directors February 16, 2022
