Securities code: 300035 securities abbreviation: Hunan Zhongke Electric Co.Ltd(300035) Announcement No.: 2022-017 Hunan Zhongke Electric Co.Ltd(300035)
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 contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Basic information of holding this meeting
1. Session of the general meeting of shareholders: the first extraordinary general meeting of shareholders in 2022
2. Convener of the general meeting of shareholders: the board of directors of the company. The 10th meeting of the 5th board of directors of the company decided to convene this shareholders’ meeting.
3. Legality and compliance of the meeting: the convening of this shareholders’ meeting complies with the company law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange gem and other laws, regulations, normative documents and the relevant provisions of the articles of association.
4. Date and time of the meeting:
Date and time of on-site meeting: 14:30, Tuesday, March 8, 2022
Date and time of online voting: March 8, 2022
Among them, 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 8, 2022; The specific time for voting through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on March 8, 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 III).
(2) The company will use the trading system of Shenzhen Stock Exchange and Internet voting system（ http://wltp.cn.info.com.cn. ）Provide a voting platform in the form of network to all shareholders. Shareholders can exercise their voting rights through the above system during the online voting time, and only one of the online voting methods can be selected for the same shareholder account.
Shareholders of the company can only choose one of on-site voting and online voting. If the same shareholder’s account is voted repeatedly in the above two ways, the first voting result shall prevail.
6. Equity registration date of the meeting: Tuesday, March 1, 2022
7. Attendees:
(1) Shareholders or their agents who hold the issued voting shares of the company on the equity registration date;
At the closing of the afternoon of the equity registration day, all shareholders of the company registered in CSDCC Shenzhen branch who have issued voting shares have the right to attend the general meeting of shareholders, and can entrust an agent in writing to attend the meeting and vote. The shareholder agent does not need to be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company;
(3) Lawyers employed by the company;
(4) Other relevant personnel.
8. Venue of the on-site meeting: conference room, office building of Zhongke Industrial Park, Yueyang Avenue, Yueyang Economic and Technological Development Zone, Hunan Province
2、 Matters considered at the meeting
Proposal remarks
The ticked column of the code proposal name column can vote
100 total proposals: represent all the following proposals √
Non cumulative voting proposal
1.00 partial restrictions on repurchase and cancellation of 2018 restricted stock incentive plan √
Stock proposal
2.00 √ on changing the registered capital of the company and amending the corresponding provisions of the articles of Association
bill
3.00 about the holding subsidiary and Shimian County Jineng new materials Co., Ltd. in 2022 √
Proposal on the company’s daily related party transactions
The above proposals have been deliberated and adopted at the 10th meeting of the 5th board of directors and / or the 10th meeting of the 5th board of supervisors. For details of the proposals, see the relevant announcement disclosed by the company on the gem information disclosure website designated by the CSRC on February 21, 2022.
Proposals 1 and 2 to be considered at this general meeting of shareholders need to be passed by special resolution at the general meeting of shareholders of the company, that is, by more than two-thirds of the voting rights held by shareholders (including shareholders’ agents) attending the general meeting of shareholders.
Proposals 1 and 3 discussed at this shareholders’ meeting involve related party transactions. Related shareholders interested in the above-mentioned proposals shall avoid voting and shall not accept the entrustment of other shareholders to vote.
4、 Meeting registration and other matters
1. Registration time: 9:00-11:30, 13:00-17:00, March 7, 2022.
2. Registration place: Securities Department Hunan Zhongke Electric Co.Ltd(300035) Zhongke Industrial Park, Yueyang Avenue, Yueyang Economic and Technological Development Zone, Hunan Province
3. Registration method: on-site registration, registration by letter or fax.
(1) The legal person shareholder shall go through the registration formalities with the shareholder’s account card, the copy of the business license stamped with the official seal, the certificate of the legal representative and the ID card; If a legal person shareholder entrusts an agent, it shall 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 and the client’s shareholder account card;
(2) Natural person shareholders shall go through the registration procedures with their own ID card and shareholder account card; If a natural person shareholder entrusts an agent, it shall go through the registration formalities with the agent’s ID card, power of attorney, the principal’s shareholder account card and ID card; (3) Non local shareholders can register by letter or fax. Shareholders should carefully fill in the registration form of shareholders’ participation (Annex II) for registration confirmation. The fax shall be delivered to the Securities Department of the company before 17:00 on March 7, 2022. Please send the letter to the Securities Department of Zhongke Industrial Park, Yueyang Avenue, Yueyang Economic and Technological Development Zone, Hunan Province, post code: 414000 (please indicate the words “general meeting of shareholders” on the envelope). Telephone registration is not accepted.
4. Precautions:
Shareholders and shareholders’ agents attending the on-site meeting shall carry the original of relevant certificates and go through the registration formalities at the venue half an hour before the meeting.
5. Meeting contact information:
Contact: Liu Xingu
Tel: 0730-8688891
Fax No.: 0730-8688895
Email: xingu.com [email protected].
6. The on-site meeting of the general meeting of shareholders lasts for half a day, and the expenses of the participating shareholders or entrusted agents shall be borne by themselves.
5、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system (website: http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process of online voting.
6、 Documents for future reference
1. Resolutions of the 10th meeting of the 5th board of directors of the company;
2. Other documents for future reference.
Hunan Zhongke Electric Co.Ltd(300035) board of directors February 19, 2002
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: “350035”;
2. Voting abbreviation: “China Kuwait voting”
3. Fill in voting opinions
For non cumulative voting proposals, the voting opinions are: agree, disagree and abstain.
4. When shareholders vote on the general proposal, they are deemed to express the same opinions on all other 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 shareholders vote 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 8, 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 on March 8, 2022 (the day of the on-site meeting of the general meeting of shareholders), from 9:15 to 15:00.
2. Shareholders who conduct online voting through the Internet voting system need to handle identity authentication in accordance with the provisions of the guidelines for online investor service identity authentication business of Shenzhen Stock Exchange (revised in 2016) and obtain the “Shenzhen stock exchange digital certificate” or “Shenzhen Stock Exchange investor service password”. 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:
Hunan Zhongke Electric Co.Ltd(300035)
Registration form of shareholders’ participation in the first extraordinary general meeting of shareholders in 2022
Name and ID number
Number of shares held by shareholder account
Contact number e-mail
Contact address zip code
Annex III:
Hunan Zhongke Electric Co.Ltd(300035)
Power of attorney of the first extraordinary general meeting of shareholders in 2022
As a shareholder of Hunan Zhongke Electric Co.Ltd(300035) , I (the company) hereby authorize Mr. / Ms. to attend the first extraordinary general meeting of Hunan Zhongke Electric Co.Ltd(300035) 2022 on behalf of me (the company), vote on all proposals considered at the meeting in accordance with the instructions of this power of attorney, and sign the relevant documents to be signed at the meeting on my behalf. Instructions for voting opinions: (Note: fill in “agree”, “oppose” or “abstain” with “√” in the column of voting opinions, and if not, it means abstain. If there is no clear instruction, the proxy can vote by himself.)
Voting opinions on proposals of the general meeting of shareholders
Remarks voting opinions
Check the name of the proposal
The coded column can be the same as revoking the voting right
100 total proposals: represent all the following proposals √
Non cumulative voting proposal
1.00 partial restrictions on repurchase and cancellation of 2018 restricted stock incentive plan √
Proposal for controlling shares
2.00 about changing the registered capital of the company and amending the corresponding articles of the articles of association √
Proposal for paragraph
3.00 there is √ between the holding subsidiary and Shimian County energy gathering new materials in 2022
Proposal on the prediction of daily related party transactions of the company
Name and seal of entrusted shareholder:
ID card or business license number:
Number of shares held by entrusted shareholders:
Stock account number of the client:
The ID number of the trustee: date of entrust: Note:
1. The validity period of this power of attorney: from the date of signing this power of attorney to the end of this shareholders’ meeting; 2. The entrustment of the unit shall be stamped with the official seal of the unit;
3. A copy of the power of attorney or self-made in the above format is valid.
