Securities code: 688210 securities abbreviation: Tonglian precision
Shenzhen oceanwide Tonglian Precision Manufacturing Co., Ltd
The first extraordinary general meeting of shareholders in 2022
Meeting materials
February 2022
catalogue
Notes to the first extraordinary general meeting of shareholders in 2022 Agenda of the first extraordinary general meeting of shareholders in 2012 42022 proposal of the first extraordinary general meeting of shareholders 6 proposal 1: proposal on changing the registered capital and company type of the company, amending the articles of association and handling the industrial and commercial change registration 6
Proposal 2: proposal on reviewing the management system for remuneration and assessment of directors, supervisors and senior managers seven
Notes to the first extraordinary general meeting of shareholders in 2022
Dear shareholders and shareholder representatives
In order to safeguard the legitimate rights and interests of all shareholders of Shenzhen oceanwide United Precision Manufacturing Co., Ltd., ensure the normal order and efficiency of the general meeting of shareholders, and ensure the smooth progress of the general meeting of shareholders, According to the company law of the people's Republic of China (hereinafter referred to as the "company law"), the securities law of the people's Republic of China (hereinafter referred to as the "Securities Law"), the rules for the general meeting of shareholders of listed companies (revised in 2022) and the articles of association of Shenzhen oceanwide United Precision Manufacturing Co., Ltd According to the rules of procedure of the general meeting of shareholders of Shenzhen oceanwide UnionPay Precision Manufacturing Co., Ltd. and other relevant provisions, the instructions for the first extraordinary general meeting of shareholders in 2022 are hereby formulated:
1、 The conference has a secretariat, which is specifically responsible for relevant procedural matters of the conference.
2、 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. Shareholders and shareholders' agents attending the meeting must go through the sign in procedures at the meeting site 30 minutes before the meeting, and please show the stock account card, ID document or copy of business license, power of attorney, etc. as required. They can attend the meeting only after verification. 3、 In order to ensure the seriousness and normal order of the meeting and effectively safeguard the legitimate rights and interests of shareholders (or shareholders' agents) attending the meeting, shareholders attending the meeting or their agents or other attendees are required to arrive at the meeting on time and sign in for confirmation. After the commencement of the meeting, the chairman of the meeting shall announce the number of shareholders attending the meeting and the total number of voting shares held by them. After that, the shareholders entering the meeting have no right to participate in the on-site voting.
4、 The meeting deliberated and voted on proposals in the order listed in the meeting notice.
5、 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.
6、 Shareholders and their proxies who request to speak shall register with the Secretariat of the general meeting 15 minutes before the meeting, and the speaking order shall be determined according to the registration order. The speeches or questions of shareholders and their agents shall focus on the proposals of the meeting, be concise and concise, and the time shall not exceed 5 minutes.
7、 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.
8、 The moderator may arrange directors, supervisors and senior managers of the company to answer questions raised by shareholders. The moderator or the relevant person designated by the moderator has the right to refuse to answer questions that may disclose the company's trade secrets or insider information and damage the common interests of the company and shareholders.
9、 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".
10、 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.
11、 The meeting was witnessed by the practicing lawyer of the law firm hired by the company and issued a legal opinion. 12、 In order to ensure the rights and interests of each shareholder participating in the meeting, the participants should pay attention to maintaining the order of the venue during the meeting, do not walk around at will, adjust the mobile phone to the silent state, and refuse personal recording, video recording and photographing. The staff of the meeting have the right to stop the acts of interfering with the normal procedures of the meeting, making trouble or infringing on the legitimate rights and interests of other shareholders, and report to the relevant departments for handling.
13、 The expenses incurred by shareholders attending the general meeting of shareholders shall be borne by the shareholders themselves. The company does not issue gifts to shareholders attending the general meeting of shareholders, nor is it responsible for arranging the accommodation of shareholders attending the general meeting of shareholders, and treats all shareholders on the principle of equality.
14、 Please refer to the company's website of Shanghai Stock Exchange (www.sse. Com. CN.) on January 25, 2022 for details of the registration method and voting method of the general meeting of shareholders Notice of Shenzhen oceanwide United Precision Manufacturing Co., Ltd. on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-010).
15、 Special reminder: during the epidemic prevention and control period, all shareholders are encouraged to participate in the meeting through online voting. If you really need to attend the meeting on site, please comply with the epidemic prevention requirements of Shenzhen and cooperate with the company's visitor registration management. Only those whose body temperature is normal on the day of the meeting and whose yuekang code and itinerary code show green code can participate in the meeting; All personnel from medium and high risk areas are not allowed to attend the meeting on site; During the meeting, please wear a mask and keep a necessary distance according to the meeting arrangement. If the local government departments and other authorities issue new epidemic prevention regulations on the day of the meeting, the company has the right to require the participants to cooperate in the implementation. Shareholders who do not meet the requirements of the epidemic prevention and control policy will not be able to enter the meeting, but they can still vote through online voting.
Board of directors of Shenzhen oceanwide United Precision Manufacturing Co., Ltd. February 18, 2002
Agenda of the first extraordinary general meeting of shareholders in 2022
1、 Meeting time, place and voting method
1. On site meeting time: 14:30, February 18, 2022
2. Venue of on-site meeting: 101, workshop 1, No. 282, huanguanzhong Road, songyuanxia community, Guanhu street, Longhua District, Shenzhen 3. 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 18, 2022 to February 18, 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.
4. Convener: Board of directors of Shenzhen oceanwide United Precision Manufacturing Co., Ltd
5. Moderator: Mr. Yang Hu, chairman of the company
2、 Agenda:
(I) participants sign in, receive meeting materials and register their speeches
(II) the host announces the commencement of the meeting, reports the number of shareholders attending the on-site meeting and the number of voting rights held, and introduces the participants and non voting participants of the on-site meeting
(III) instructions for the chairman to announce the shareholders' meeting
(IV) elect the vote counter and scrutineer of the meeting
(V) review the proposals of each meeting item by item:
No. consideration
1. Proposal on changing the registered capital and type of the company, amending the articles of association and handling the industrial and commercial change registration
2 proposal on reviewing the remuneration and assessment management system for directors, supervisors and senior managers
(VI) speeches and questions of shareholders and their agents
(VII) shareholders attending the meeting and their proxies vote on various proposals
(VIII) adjourn the meeting and count the voting results
(IX) resume the meeting and read out the voting results of the meeting and the resolutions of the general meeting of shareholders
(x) the lawyer reads out the legal opinion
(11) Signing meeting documents
(12) Declare the meeting closed
Board of directors of Shenzhen oceanwide United Precision Manufacturing Co., Ltd. February 18, 2002
Proposal of the first extraordinary general meeting of shareholders in 2022
Proposal 1: proposal on changing the registered capital and company type of the company, amending the articles of association and handling the industrial and commercial change registration
Dear shareholders and their agents
According to the reply on Approving the registration of initial public offering of Shenzhen oceanwide Tonglian Precision Manufacturing Co., Ltd. (zjxk [2021] No. 3470) issued by China Securities Regulatory Commission on November 2, 2021, the company was approved to publicly issue 20 million RMB common shares (A shares) to the public, It was listed on the science and Innovation Board of Shanghai Stock Exchange on December 27, 2021. Tianzhi International Certified Public Accountants (special general partnership) verified the availability of the raised funds of the company and issued the capital verification report (Tian Zhi Ye Zi [2021] No. 46335) on December 22, 2021. After the completion of the company's initial public offering, the registered capital of the company is changed from 60 million yuan to 80 million yuan, the total number of shares of the company is changed from 60 million shares to 80 million shares, and the company type is changed from "other joint stock limited company (unlisted)" to "joint stock limited company (listed)".
In accordance with the provisions of laws, regulations and normative documents such as the company law, the securities law, the guidelines for the articles of association of listed companies (revised in 2022), and in combination with the actual situation of the company's issuance and listing, the company plans to amend the relevant provisions of the articles of Association (Draft) of Shenzhen oceanwide UnionPay Precision Manufacturing Co., Ltd, The articles of association of Shenzhen oceanwide United Precision Manufacturing Co., Ltd. was formed after revision.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on January 25, 2022 And the announcement of Shenzhen oceanwide UnionPay Precision Manufacturing Co., Ltd. on changing the company's registered capital, company type, amending the articles of association and handling industrial and commercial change registration (Announcement No.: 2022-010) disclosed by the designated media. This proposal has been deliberated and adopted at the 13th meeting of the first board of directors held on January 21, 2022, The proposal is hereby submitted to the general meeting of shareholders of the company for deliberation.
Board of directors of Shenzhen oceanwide United Precision Manufacturing Co., Ltd. February 18, 2002
Proposal 2: proposal on reviewing the management system for remuneration and assessment of directors, supervisors and senior managers. Shareholders and shareholder agents:
In order to further improve the corporate governance structure and strengthen and standardize the management of the remuneration of the company's directors, supervisors and senior managers, the remuneration and assessment management system for directors, supervisors and senior managers is formulated in accordance with the provisions of the company law, the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange, the articles of association and other relevant laws and regulations, and in combination with the actual situation of the company. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on January 25, 2022 And the remuneration and assessment management system for directors, supervisors and senior managers of Shenzhen oceanwide UnionPay Precision Manufacturing Co., Ltd. disclosed by the designated media.
The proposal has been deliberated and approved at the 13th meeting of the first board of directors and the 7th Meeting of the first board of supervisors held on January 21, 2022. Now the proposal is submitted to the general meeting of shareholders of the company for deliberation.
Board of directors of Shenzhen oceanwide United Precision Manufacturing Co., Ltd. February 18, 2002