Securities code: 600536 securities abbreviation: China National Software And Service Company Limited(600536) Announcement No.: 2022-009 China National Software And Service Company Limited(600536)
Announcement on public solicitation of voting rights by independent directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips
The starting and ending time of the simple collection of voting rights: March 10 to March 11, 2022
Solicitation of voting opinions on all voting matters: agreed
The collector does not hold the company’s shares
In accordance with the relevant provisions of the company law, the guidelines for the governance of listed companies, the measures for the administration of equity incentive of listed companies (for Trial Implementation) and the articles of association of China National Software And Service Company Limited(600536) , Jing Jiwu, an independent director of China National Software And Service Company Limited(600536) , is entrusted by other independent directors as the collector, Solicit voting rights from all shareholders of the company on relevant proposals to be considered at the second extraordinary general meeting of shareholders in 2022 to be held on March 14, 2022.
1、 Basic information of the collector, voting opinions on voting matters and reasons
The recruiter, Mr. Jing Jiwu, is now an independent director of the company and does not hold shares of the company. The draft of the company’s incentive plan and the amendment of the draft of the company’s incentive plan (6001} for other directors in 2026) have been agreed. Considering that the company’s implementation of this equity incentive plan is conducive to the sustainable development of the company and does not harm the interests of the company and all shareholders, we agree to the company’s implementation of this incentive plan and agree to submit the above proposal to the general meeting of shareholders for deliberation.
2、 Basic information of this shareholders’ meeting
The solicitors solicit the voting rights of all shareholders of the company for the proposals related to the equity incentive plan deliberated at the second extraordinary general meeting of shareholders in 2022. The proposals deliberated at this general meeting of shareholders are as follows:
1. The China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan (Revised Draft) and its abstract;
2. Measures for the administration of China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan;
3. Administrative measures for the implementation and assessment of China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan;
4. Proposal on Authorizing the board of directors to handle matters related to the company’s restricted stock incentive plan in 2021. 3、 Solicitation scheme
（1） Solicitation object: all shareholders of the company who have been registered in China Securities Depository and Clearing Co., Ltd. Shanghai branch and have gone through the registration procedures for attending the meeting after the transaction on the afternoon of March 9, 2022.
（2） Collection time: March 10 to March 11, 2022
The start time and deadline shall be stated.
（3） Solicitation procedures and steps:
1. If the solicitation object decides to entrust the soliciter to vote, it shall fill in the power of attorney for soliciting voting rights item by item according to the format and content determined in the annex to this announcement.
2. The client shall provide the soliciter with a list of documents proving its shareholder identity and the expression of entrustment intention, including (but not limited to):
(1) If the entrusted voting shareholder is a legal person shareholder, it shall submit a copy of the business license of the legal person, a copy of the identity certificate of the legal representative, the original power of attorney and a copy of the shareholder’s account card;
(2) If the entrusted voting shareholder is an individual shareholder, it shall submit a copy of its own ID card, the original power of attorney and a copy of its stock account card;
3. After the entrusted voting shareholders have prepared relevant documents according to the above requirements, they shall deliver the power of attorney and relevant documents by hand, registered letter or express mail to the address specified in the announcement within the collection time, and call for confirmation; If registered letter or express mail is adopted, the time of receipt shall be subject to the signing time of the office of the board of directors of the company. The designated address and addressee of the power of attorney and relevant documents delivered by the shareholder who entrusts to vote are:
Address: No. 55, Xueyuan South Road, Haidian District, Beijing
Post code: 100081
Attention: Qi Zhen, Zheng Haiwen
Tel: 010-62158879
Fax: 010-62169523
Please properly seal all the documents submitted, indicate the contact number and contact person of the shareholder entrusted to vote, and mark “power of attorney for public solicitation of voting rights by independent directors” in a prominent position.
Collected by: Jing Jiwu February 23, 2022 Annex:
Power of attorney for soliciting voting rights
As the principal, I / we confirm that I / we have carefully read the announcement of the report on China National Software And Service Company Limited(600536) solicitation of voting rights, the announcement on China National Software And Service Company Limited(600536) notice on convening the second extraordinary general meeting of shareholders in 2022 and other relevant documents prepared and announced by the collector for this solicitation of voting rights before signing this power of attorney, and have fully understood the relevant conditions of this solicitation of voting rights.
As the authorized principal, I / the company hereby authorize me / the company to attend the second extraordinary general meeting of shareholders in 2022 as my / the company’s agent, and exercise the right to vote on the matters considered at the following meeting according to the instructions of this power of attorney.
(the client shall express authorization opinions on each proposal, and the specific authorization shall be subject to “√” in the corresponding box,
No. name of proposal: Yes, no, abstention
1 China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan (Revised Draft) and its abstract
2 China National Software And Service Company Limited(600536) measures for the administration of restricted stock incentive plan in 2021
3 China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan implementation assessment management measures
4 proposal on Authorizing the board of directors to handle matters related to the company’s restricted stock incentive plan in 2021
(failure to fill in is deemed as waiver)
Name of the client (signature or seal):
The ID number or business license number of the entrusting shareholder is:
Number of shares held by entrusted shareholders:
Entrusted shareholder’s securities account No.:
Signed on:
Validity period of this authorization: from the signing date to the end of the second general meeting of shareholders in 2022.
