Securities code: 300169 securities abbreviation: Changzhou Tiansheng New Materials Co.Ltd(300169) Announcement No.: 2022-032 Changzhou Tiansheng New Materials Co.Ltd(300169)
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.
Changzhou Tiansheng New Materials Co.Ltd(300169) (hereinafter referred to as “the company”) is scheduled to hold the first extraordinary general meeting of shareholders in 2022 at 2:30 p.m. on Friday, March 18, 2022. This meeting is held by combining on-site voting and online voting. Relevant matters are hereby notified as follows:
1、 Basic information of the 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 5th board of directors of the company. On February 21, 2022, the 13th meeting of the 5th board of directors of the company deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022.
3. Legality and compliance of the meeting: the convening of the shareholders’ meeting complies with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
4. Meeting time:
① On site meeting time: 2:30 p.m. on Friday, March 18, 2022
② Online voting time: the general meeting of shareholders will pass the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Provide all shareholders with a voting platform in the form of network, and shareholders can exercise their voting rights through the above system during online voting time. The specific time of online voting is as follows: the time of online voting through the system of Shenzhen stock exchange is the trading time on March 18, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on March 18, 2022 (the day of the on-site meeting). 5. Method of holding the meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting. The shareholders of the company shall choose one of on-site voting and online voting. If there is repeated voting for the same voting right, the first valid voting result shall prevail.
6. Equity registration date: Friday, March 11, 2022
7. Attendees:
(1) As of Friday, March 11, 2022, after the closing of Shenzhen Stock Exchange, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. A shareholder may entrust a proxy to attend the meeting and vote, and the proxy need not be a shareholder of the company; Shareholders can also participate in online voting during online voting time;
(2) Directors, supervisors and senior managers of the company;
(3) Witness lawyer employed by the company;
(4) Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
8. Venue of the on-site meeting: conference room 106 Changzhou Tiansheng New Materials Co.Ltd(300169) No. 508, Longjin Road, Tianning Economic Development Zone, Changzhou City. 2、 Matters considered at the meeting
remarks
Proposal code proposal name the proposal with this column checked can be voted
100 total proposals (all proposals) √
Non cumulative voting proposal
1.00 √ on the company meeting the conditions for issuing A-Shares to specific objects
Proposal
2.00 number of sub proposals of the proposal on the company’s plan for issuing shares to specific objects this time (revising the draft with √ as the voting object): (10)
2.01 type and par value of issued shares √
2.02 issuing method and time √
2.03 issuing object and subscription method √
2.04 pricing base date and issue price √
2.05 issue quantity √
2.06 restricted period √
2.07 arrangement of accumulated undistributed profits before the completion of this offering √
2.08 place of listing √
2.09 amount and purpose of raised funds √
2.10 validity period of resolution √
3.00 related party transactions involved in the company’s issuance of shares to specific objects √
Yi’s proposal
4.00 plan on the company’s issuance of shares to specific objects (revised √)
(Draft)
5.00 “on the demonstration of the company’s stock issuance scheme to specific objects” √
Proposal on analysis report (Revised Version)
6.00 about the company’s raising funds by issuing shares to specific objects √
Proposal on feasibility analysis report (Revised Version)
7.00 √ before the issuance of shares by the company to specific objects does not need to be prepared
Proposal on the report on the use of the raised funds
About Jucheng intelligent machinery partnership between the company and Quanzhou Taiwan investment zone
8.00 the enterprise (limited partnership) signs a conditional share subscription agreement √
Proposal for
9.00 on the diluted spot return of shares issued by the company to specific objects √
Proposal on reporting, filling measures and commitments of relevant subjects
10.00 regulations on return to shareholders of the company in the next three years (2021-2023) √
Proposal for planning
11.00 proposal for the general meeting of shareholders to authorize the board of directors and the authorized person of the board of directors √
Proposal on handling matters related to the issuance of shares to specific objects
12.00 on the establishment of the company and the raising of capital by issuing shares to specific objects √
Proposal on special account for gold
The above proposal has been deliberated and adopted at the 13th meeting of the 5th board of directors and the 10th meeting of the 5th board of supervisors held by the company on February 21, 2022. For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements on.
Related shareholders of proposals 1-6, 8, 9 and 11 need to avoid voting.
Proposals 1-12 are special resolutions, which must be passed by more than two-thirds of the effective voting rights held by the shareholders attending the general meeting of shareholders. Among them, proposal 2 needs to be voted one by one.
The company will separately count and disclose the votes of small and medium-sized investors in all proposals. Small and medium-sized investors refer to other shareholders except shareholders, directors, supervisors and senior managers who individually or jointly hold more than 5% of the shares of the listed company. 3、 Meeting registration and other matters
1. Registration method
(1) The legal representative of a legal person shareholder must go through the registration formalities with a shareholder’s account card, a copy of the business license stamped with the company’s official seal, the identity certificate of the legal representative and his own identity card; If the legal representative entrusts others to attend on his behalf, he must also hold the power of attorney of the legal representative and the ID card of the trustee.
(2) If a natural person shareholder holds his own ID card, shareholder account card and shareholding certificate, and entrusts others to attend, the agent shall hold the principal’s ID card, power of attorney, principal’s shareholder account card and trustee’s ID card;
(3) Non local shareholders can register by letter or fax. Shareholders should carefully fill in the registration form of shareholders’ participation in the first extraordinary general meeting of shareholders in Changzhou Tiansheng New Materials Co.Ltd(300169) 2022 (see Annex 2 for details) to confirm the registration. The letter or fax should be delivered to the Securities Department of the company before 11:30 a.m. on Tuesday, March 15, 2022. The letter or fax should be subject to the time of arrival at the company.
Mailing address: Securities Department Changzhou Tiansheng New Materials Co.Ltd(300169) No. 508, Longjin Road, Changzhou City, zip code: 213028 (please indicate “general meeting” on the envelope). Telephone registration is not accepted.
2. Registration place: Securities Department Changzhou Tiansheng New Materials Co.Ltd(300169) No. 508, Longjin Road, Changzhou City
3. Registration time: delivered or faxed to the company before 11:30 a.m. on Tuesday, March 15, 2022; The registration of letters shall be subject to the postmark of the place of receipt.
4. Contact information:
Contact: Han Qingjun, Yu Lipin
Tel: 0519-86929019
Fax: 0519 － 88866091
Postal Code: 213028
Address: Securities Department Changzhou Tiansheng New Materials Co.Ltd(300169) No. 508, Longjin Road, Changzhou
The meeting lasts for half a day, and the accommodation and transportation expenses shall be borne by yourself
5. Note: shareholders and shareholders’ agents attending the on-site meeting should bring the original of relevant certificates and go through the registration formalities at the venue half an hour before the meeting. Please take epidemic prevention measures on the way to and from the venue and cooperate with the relevant epidemic prevention arrangements at the venue.
4、 Specific operation process of participating in online voting
In this general meeting, the company provides shareholders with an online voting platform. Shareholders can vote through the trading system of Shenzhen Stock Exchange and the Internet (website: http://wltp.cn.info.com.cn. ）, the operation process of online voting is shown in Annex 1.
5、 Documents for future reference
1. Changzhou Tiansheng New Materials Co.Ltd(300169) resolution of the 13th meeting of the 5th board of directors;
2. Changzhou Tiansheng New Materials Co.Ltd(300169) resolution of the 10th meeting of the 5th board of supervisors;
3. Other documents required by Shenzhen Stock Exchange.
Attachment:
1. Specific operation process of participating in online voting
2. Registration form of shareholders’ participation in the first extraordinary general meeting of shareholders in 2022
3. Power of attorney
It is hereby announced.
Changzhou Tiansheng New Materials Co.Ltd(300169) board of directors
February 21, 2002
Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Matters related to voting and online voting are described as follows:
1、 Procedures for online voting
1. Voting code: 350169
2. Voting abbreviation: Tiansheng voting
3. Fill in the voting opinions or election votes
For the proposal of this shareholders’ meeting, fill in the voting opinions: agree, disagree and abstain.
4. Shareholders’ voting on the general proposal shall be deemed as voting on the general proposal
