Securities code: 300178 securities abbreviation: * ST tengbang Announcement No.: 2022-023
Tempus Global Business Service Group Holding Ltd(300178)
Notice on convening the second extraordinary general meeting of shareholders in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions
Tempus Global Business Service Group Holding Ltd(300178) (hereinafter referred to as “the company”) held the 13th (extraordinary) meeting of the Fifth Board of directors on February 18, 2022 and agreed to hold the second extraordinary general meeting of shareholders in 2022 on March 7, 2022. The relevant matters of the general meeting of shareholders are hereby notified as follows:
1、 Basic information of the general meeting of shareholders
1. Session of the general meeting of shareholders: the second 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 relevant laws, administrative regulations, departmental rules, other normative documents and the articles of association.
4. Date and time of the meeting
(1) On site meeting time: 15:00 PM, March 7, 2022
(2) Online voting time: the specific time of online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on March 7, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time during 9:15-15:00 on March 7, 2022.
5. Convening method of the meeting: the shareholders’ meeting is held by combining on-site voting and online voting.
(1) On site voting: shareholders attend the on-site meeting in person or entrust others to attend the on-site meeting through a power of attorney (see Annex II for details).
(2) Online voting: the company will provide an online voting platform to all shareholders through the trading system and Internet voting system of Shenzhen Stock Exchange. Shareholders can exercise their voting rights through the above system during online voting time.
For the same voting right, only one of on-site voting and online voting can be selected, and repeated voting is not allowed. In case of repeated voting for the same voting right, the first voting result shall prevail.
Equity registration date: February 2023.
7. Attendees
(1) As of the closing of the market on the afternoon of March 2, 2022, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the shareholders’ meeting, and can entrust an agent to attend and vote in writing. The shareholder agent may not be a shareholder of the company;
(2) Directors, supervisors and senior managers of the company;
(3) Witness lawyers employed by the company and relevant personnel who should attend the meeting in accordance with relevant laws and regulations;
8. Venue of the on-site meeting: conference room of tengbang group building company, No. 9 Taohua Road, Shenzhen Hong Kong Science and technology innovation cooperation zone, Shenzhen, China.
2、 Matters considered at the meeting
1. Matters under consideration
Proposal code of this shareholders’ meeting
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on proposed change of accounting firm √
2. Disclosure
The above proposal has been deliberated and approved by the 13th (Interim) meeting of the 5th board of directors. The independent directors of the company have expressed their prior approval opinions and independent opinions on the above matters. For details, please refer to the company’s website on cninfo on the same day（ http://www.cn.info.com.cn. ）Announcement of the 13th interim meeting of the board of directors (No. 2022-2022), announcement on the proposed changes of the 13th interim meeting of the board of directors (No. 2022) Independent opinions of independent directors on matters related to the 13th (Interim) meeting of the Fifth Board of directors.
3、 Notes on proposal coding
Proposal code 100 is the total proposal. Voting on proposal 100 is deemed to express the same voting opinions on all proposals.
4、 Meeting registration items
1. Registration time: 9:00 a.m. – 17:00 p.m. on March 4, 2022.
2. Registration method: register on site, by letter, mail or fax.
3. Registration procedures:
(1) Registration of corporate shareholders: the legal representative or the agent entrusted by the legal representative shall attend the meeting. If the legal representative of a legal person shareholder attends the meeting, he must go through the registration formalities with a shareholder’s account card, a copy of the business license stamped with the official seal, the certificate of the legal representative and his own ID card; If the legal representative entrusts an agent to attend the meeting, the agent must 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 (see Annex II for details), the certificate of the legal representative and the stock account card of the legal person shareholder;
(2) Registration of natural person shareholders: qualified natural person shareholders must go through the registration procedures with their own ID card, shareholding certificate and securities account card; If a natural person shareholder entrusts an agent to attend the meeting, it shall go through the registration formalities with the agent’s ID card, power of attorney (see Annex II for details), the principal’s securities account card and the principal’s ID card;
(3) Non local shareholders can register by letter, email or fax (the registration time shall be subject to the time of receiving fax or letter). For fax registration, please send a fax and call for confirmation;
4. Place of registration and place of delivery of power of attorney: Securities Affairs Department, 5th floor, tengbang group building, No. 9 Taohua Road, Shenzhen Hong Kong Science and technology innovation cooperation zone, Shenzhen, China, 518038. If registered by letter, please indicate “the second extraordinary general meeting of shareholders in 2022” on the envelope.
5. Precautions
(1) The general meeting of shareholders will not accept telephone registration;
(2) Shareholders or entrusted agents attending the on-site meeting must show the original ID card and the original power of attorney, and go through the registration formalities at the venue half an hour before the meeting;
(3) The board, lodging and transportation expenses of shareholders or entrusted agents attending the on-site meeting shall be borne by themselves;
(4) Warm tip: in view of the need of epidemic prevention, those attending the on-site meeting should do a good job in health screening and meet the local epidemic prevention requirements issued in due time.
(5) Contact information
Contact: Xu Xiaohua
Tel: 0755-83663222
Fax: 0755-83663222
Email: [email protected].
Mailing address: Securities Affairs Department, 5th floor, tengbang group building, No. 9 Taohua Road, Shenzhen Hong Kong Science and technology innovation cooperation zone, Shenzhen, China
Postal Code: 518038
(6) Shareholders who individually or jointly hold more than 3% of the company’s shares may submit the interim proposal in writing to the company’s board of directors ten days before the meeting.
5、 Specific operation process of participating in online voting
This general meeting of shareholders provides shareholders with an online voting platform. Shareholders of the company can vote through the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Participate in online voting. See Annex I for the specific operation process of online voting.
6、 Other matters
1. Handling method of abnormal conditions of online voting system: during online voting, if the online voting system is affected by major emergencies, the process of this shareholders’ meeting shall be carried out according to the notice of the same day.
2. Registration form
Annex I: specific operation process of participating in online voting
Annex II: power of attorney
7、 Documents for future reference
Resolution of the 13th (Interim) meeting of the 5th board of directors
It is hereby announced.
Tempus Global Business Service Group Holding Ltd(300178) board of directors
February 19, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 350178.
2. Voting abbreviation: tengbang voting.
(1) Proposal code table of this shareholders’ meeting:
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on proposed change of accounting firm √
Proposal code 100 is the total proposal. Voting on proposal 100 is deemed to express the same voting opinions on all proposals.
(2) Voting opinion
For the above non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain. For non cumulative voting proposals, fill in the voting opinions: 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: trading time on March 7, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00.
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 at 9:15-15:00 on March 7, 2022 (the day of the on-site shareholders’ meeting).
2. For online voting through the Internet voting system, shareholders need to handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investor network services (revised in 2016) of Shenzhen Stock Exchange, and obtain the “digital certificate of Shenzhen Stock Exchange” or “investor service password of Shenzhen Stock Exchange”. 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:
Power of attorney
Tempus Global Business Service Group Holding Ltd(300178) ：
I hereby entrust Mr. (Ms.) to attend the second extraordinary general meeting of shareholders in Tempus Global Business Service Group Holding Ltd(300178) 2022 on behalf of me / the company, vote on the meeting proposal and sign relevant documents on behalf of me / the company in accordance with the following instructions.
If the trustor has no clear instruction, the trustee can vote according to its own will. This power of attorney is valid from the date of signing this power of attorney to the end of this shareholders’ meeting.
The remarks are the same as the anti rejection proposal, and the name of the proposal is checked
The coded column can be
By vote
100 general proposal
