Securities code: 002714 securities abbreviation: Muyuan Foods Co.Ltd(002714) Announcement No.: 2022-023 preferred stock code: 140006 preferred stock abbreviation: muyuanyou 01
Bond Code: 127045 bond abbreviation: muyuan convertible bond
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 and complete without false records, misleading statements or major omissions.
Special note: in order to cooperate well with China New Coronavirus pneumonia prevention and control work, the company encourages and recommends shareholders and shareholders to participate in the shareholders’ meeting by voting online. If attending the on-site meeting, shareholders and shareholders’ representatives should strictly abide by the epidemic prevention and control requirements of relevant government departments. When entering the venue of the company or the general meeting of shareholders, you need to wear masks throughout the process, and cooperate with the requirements of the venue to accept body temperature detection and other related epidemic prevention work. Meanwhile, the company will not arrange on-site visits this time.
Muyuan Foods Co.Ltd(002714) (hereinafter referred to as “the company”) deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022 at the fifth meeting of the Fourth Board of directors held on February 11, 2022. The first extraordinary general meeting of shareholders in 2022 is scheduled to be held on February 28, 2022. Now the relevant matters of the general meeting of shareholders are announced as follows:
1、 Basic information of the meeting
(I) date and time of the meeting:
1. On site meeting time: 15:00 PM, February 28, 2022
2. Online voting time: the specific time of online voting 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 the trading day of February 28, 2022; The time of online voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. on February 28, 2022 to 15:00 p.m. on February 28, 2022.
(II) equity registration date: February 18, 2022
(III) site meeting place: muyuan conference room, Longsheng industrial park, Wolong District, Nanyang City
(IV) convener: the board of directors of the company
(V) meeting method: the shareholders’ meeting adopts on-site voting and online voting. The company will provide online voting platform to shareholders of the company through the trading system of Shenzhen Stock Exchange and Internet voting system. Shareholders can exercise their voting rights through the above system during online voting time.
(VI) way of attending the general meeting of shareholders: the shareholders of the company can only choose one of on-site voting (on-site voting can be entrusted by proxy) and online voting. If there is a voting result of repeated voting for the same voting right, the first valid voting result shall prevail.
2、 Attendee
1. As of 15:00 p.m. on February 18, 2022, after the closing of the transaction, all ordinary 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 shareholder agent does not have to be a shareholder of the company (see Annex II for the temsector of power of attorney);
2. Directors, supervisors and senior managers of the company;
3. Witness lawyers employed by the company and guests invited by the board of directors to attend the meeting.
3、 Matters considered at the meeting
(I) proposals 1-4 deliberated at this meeting have been deliberated and adopted at the fifth meeting of the Fourth Board of directors and the fifth meeting of the Fourth Board of supervisors, and proposal 5 has been deliberated and adopted at the fourth meeting of the Fourth Board of directors and the fourth meeting of the Fourth Board of supervisors, with legal procedures and complete materials, For details, please refer to the securities times, China Securities News, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN.) on February 12 and January 10, 2022 Relevant announcements on.
(II) the proposals of this meeting are:
1. Proposal on Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan (Draft) and its summary
2. Proposal on Muyuan Foods Co.Ltd(002714) management measures for the implementation and assessment of restricted stock incentive plan in 2022
3. Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive
4. Proposal on changing the company’s business scope and amending the articles of Association
5. Proposal on repurchase and cancellation of some restricted shares
According to the requirements of the rules for the general meeting of shareholders of listed companies, the votes of the above proposals need to be counted separately for the voting of small and medium-sized investors. (Note: small and medium-sized investors refer to shareholders other than the following shareholders: 1. Directors, supervisors and senior managers of the listed company; 2. Shareholders who individually or jointly hold more than 5% of the shares of the listed company.) The above matters are special resolutions and proposals, which must be adopted by more than 2 / 3 of the voting rights held by the shareholders present at the shareholders’ meeting.
According to the relevant provisions of the measures for the administration of equity incentive of listed companies issued by the China Securities Regulatory Commission, when a listed company holds a general meeting of shareholders to review the equity incentive plan, independent directors shall solicit entrusted voting rights from all shareholders on the equity incentive plan. According to this provision, all independent directors unanimously agreed that Mr. Yan Lei would issue a report on soliciting entrusted voting rights to solicit voting rights from all shareholders on the first, second and third proposals considered at the general meeting of shareholders, For details of the report on public solicitation of entrusted voting rights by independent directors, please refer to the securities times, China Securities Journal, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN.) on February 12, 2022.
4、 Proposal code
Proposal remarks
The ticked column of the code proposal name column can vote
100 all proposals √
1.00 about Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan (D √)
(proposal) and its summary
2.00 implementation of Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan √
Proposal on assessment management measures
3.00 proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive √
4.00 proposal on changing the company’s business scope and amending the articles of association √
5.00 proposal on repurchase and cancellation of some restricted shares √
5、 Registration items of on-site shareholders’ meeting
1. Registration time: February 21, 2022 (9:00-12:00 a.m. and 14:00-18:00 p.m.). Shareholders participating in this meeting are requested to register at the specified registration time.
2. Registration place: Securities Department Muyuan Foods Co.Ltd(002714) of Longsheng industrial park, Wolong District, Nanyang City, Henan Province. Please indicate the words “general meeting of shareholders” in the letter.
3. Registration method:
(1) Natural person shareholders shall go through the registration procedures with their own ID card and shareholder account card; The entrusted agent shall go through the registration formalities on the strength of his ID card, power of attorney (see Annex), the principal’s securities account card and the principal’s ID card;
(2) 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 copy of the business license of the legal person shareholder (with official seal), the shareholder account card and his own ID card; If the legal representative entrusts an agent to attend the meeting, the agent shall go through the registration formalities on the strength of the copy of the business license of the legal shareholder (with official seal), the shareholder’s account card, the agent’s ID card and the power of attorney issued by the legal representative of the legal shareholder (see Annex);
(3) Non local shareholders can register by letter, fax or e-mail with the above relevant certificates, and do not accept telephone registration.
(4) According to the needs of normalized epidemic prevention and control, the company encourages and recommends shareholders and shareholders’ representatives to participate in the shareholders’ meeting by means of online voting. If attending the on-site meeting, shareholders and shareholders’ representatives should strictly abide by the epidemic prevention and control requirements of relevant government departments. When entering the venue of the company or the general meeting of shareholders, you need to wear masks throughout the process, and cooperate with the requirements of the venue to accept body temperature detection and other related epidemic prevention work.
(5) Shareholders and shareholders’ principals attending the on-site meeting are requested to bring their identity certificates and the originals of the above registration materials to the meeting place half an hour before the meeting, so as to enter the site with a convenient sign.
6、 Shareholder identity authentication and voting procedures for online voting
At this general meeting of shareholders, shareholders can vote through the trading system of Shenzhen Stock Exchange and the Internet voting system (address: http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process of online voting.
7、 Other matters
1. Meeting contact information:
Contact address: Securities Department of Muyuan Foods Co.Ltd(002714) Longsheng industrial park, Wolong District, Nanyang City, Henan Province contact person: Cao Fang
Tel: 0377-65239559
Fax: 0377-66100053
Post code: 473000
mail box: [email protected].
2. The board, lodging and transportation expenses of shareholders attending the meeting shall be borne by themselves.
8、 Documents for future reference
1. Resolution of the fourth meeting of the Muyuan Foods Co.Ltd(002714) Fourth Board of directors;
2. Resolutions of the Muyuan Foods Co.Ltd(002714) 4th meeting of the 4th board of supervisors; 3. Resolution of the 5th meeting of the Muyuan Foods Co.Ltd(002714) 4th board of directors; 4. Resolution of the fifth meeting of the Muyuan Foods Co.Ltd(002714) Fourth Board of supervisors. It is hereby announced.
Muyuan Foods Co.Ltd(002714) board of directors
February 12, 2022 Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: the voting code of shareholders in Shenzhen stock exchange is “362714”.
2. Voting abbreviation: “muyuan voting”.
3. Proposal setting and opinion voting.
(1) Proposal setting
List of “proposal code” corresponding to the proposal of the general meeting of shareholders
Proposal remarks
The ticked column of the code proposal name column can vote
100 all proposals √
1.00 about Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan √
(Draft) and its summary
2.00 about Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan √
Proposal on the implementation of assessment management measures
3.00 √ on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive
Proposal
4.00 proposal on changing the company’s business scope and amending the articles of association √
5.00 proposal on repurchase and cancellation of some restricted shares √
(2) For the above proposals, fill in the voting opinions. Voting opinions: agree, disagree and abstain.
4. 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 February 28, 2022.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
3、 Procedures for voting through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting from 9:15 on February 28, 2022 to February 28, 2022
