Securities code: Beijing Tongtech Co.Ltd(300379) securities abbreviation: Beijing Tongtech Co.Ltd(300379) Announcement No.: 2022010
Beijing Tongtech Co.Ltd(300379)
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.
According to the resolution of the 23rd Meeting of the 4th board of directors of Beijing Tongtech Co.Ltd(300379) (hereinafter referred to as “the company”), it is decided to hold the first extraordinary general meeting of shareholders in 2022 by combining on-site and online voting at 15:00 on March 18, 2022. The relevant matters are notified as follows: I. 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 meeting: the 4th board of directors of the company.
3. Legality and compliance of the meeting: the proposal on convening the first extraordinary general meeting of the company in 2022 was deliberated and adopted at the 23rd Meeting of the Fourth Board of directors of the company. The convening of the general meeting of shareholders complies with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association. 4. Date and time of the meeting:
(1) On site meeting time: 15:00, March 18, 2022
(2) Online voting time: 9:15-15:00, March 18, 2022. Among them, the time for 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 18, 2022; The specific time for voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on March 18, 2022.
5. Convening method of the meeting: the shareholders’ meeting is held by combining 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 voting result shall prevail.
(1) On site voting: shareholders attend the on-site meeting in person or entrust others to attend by power of attorney; (2) Online voting: the company will vote through 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.
6. Equity registration date of the meeting: Monday, March 14, 2022.
7. Attendees:
(1) As of the closing of 15:00 p.m. on March 14, 2022 (Monday), the equity registration date, all shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the shareholders’ meeting, and can entrust an agent to attend and vote in writing. The shareholder agent does not have to be a shareholder of the company;
(2) Directors, supervisors and senior managers of the company;
(3) Meeting 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: multimedia conference room, 22 / F, block a, digital building, No. 2 Beijing Centergate Technologies (Holding) Co.Ltd(000931) South Street, Haidian District, Beijing. 2、 Matters considered at the meeting
Proposal remarks
The ticked column of the code proposal name column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 notice on termination of the previous issuance of shares to specific objects and withdrawal of application √
Proposal for requesting documents and re declaration
2.00 termination agreement on signing share subscription agreement between the company and specific objects √
Proposal for deliberation
3.00 termination agreement on signing strategic cooperation agreement between the company and specific objects √
Proposal for deliberation
4.00 matters concerning the issuance of shares to specific objects before the termination of the company and withdrawal of √
Reply to the proposal on related party transactions involved in the application documents
5.00 proposal on the company meeting the conditions for issuing shares to specific objects √
6.00 discussion on the company’s plan to issue shares to specific objects in 2022 √
Case
6.01 type and par value of shares issued √
6.02 issuing method and time √
6.03 issuing object and subscription method √
6.04 issue price and pricing principle √
6.05 issue quantity √
6.06 restricted period √
6.07 arrangement of undistributed profits √
6.08 place of listing √
6.09 total amount and purpose of raised funds √
6.10 validity period of resolution √
7.00 report on demonstration and analysis of the company’s plan to issue shares to specific objects √
Proposal to report
8.00 pre √ on the issuance of shares by the company to specific objects and listing on the gem
Proposal of the motion
9.00 feasibility score for the use of funds raised by issuing shares to specific objects √
Proposal on analysis report
10.00 proposal on the report on the use of previously raised funds √
11.00 risk provision for diluting immediate return by issuing shares to specific objects √
Proposal on taking filling measures and commitments of relevant subjects
12.00 proposal for the general meeting of shareholders to authorize the board of directors and its authorized persons to have full powers √
Proposal on handling the specific issues of issuing shares to specific objects
13.00 return of shareholders’ dividends in the next three years (20222024)
Proposal for planning
14.00 proposal on changing the registered capital of the company and amending the articles of association √
The above proposal has been deliberated and adopted at the 23rd Meeting of the Fourth Board of directors and the 20th meeting of the Fourth Board of supervisors. For details, see the relevant announcement disclosed on the information disclosure website of GEM listed companies designated by the CSRC on the same day of this notice.
For details, please refer to the relevant announcement disclosed on the information disclosure website of GEM listed companies designated by the CSRC on the same day as this notice.
Mr. Huang Yongjun, an affiliated director of the company, will abstain from voting on proposals 1 to 4.
According to the provisions of Beijing Tongtech Co.Ltd(300379) phase I employee stock ownership plan (Draft), the shares held by the company’s phase I employee stock ownership plan will avoid voting on proposals 1 ~ 4.
According to the relevant requirements of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange and the articles of association, the above proposals are special resolutions, which must be adopted by more than two-thirds of the voting rights held by the shareholders attending the meeting.
The company will count the votes of small and medium-sized investors (referring to shareholders other than those who individually or jointly hold more than 5% of the company’s shares and other shareholders other than the company’s directors, supervisors and senior managers), and make public disclosure according to the vote counting results. 3、 Meeting registration and other matters
1. Registration method: on-site registration, registration by letter or fax.
(1) Registration of corporate shareholders. The legal representative or the agent entrusted by the legal representative shall attend the meeting. If the legal representative attends the meeting, he shall go through the registration formalities with the shareholder’s account card, the copy of the business license stamped with the official seal and his own ID card; If the legal representative entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the ID card of the agent, the copy of the business license stamped with the official seal, the power of attorney issued by the legal representative (Annex I) and the stock account card of the legal person shareholder; The attendees shall bring the originals of the above documents to the shareholders’ meeting;
(2) Registration of individual shareholders. 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 (Annex I), the principal’s shareholder account card and the principal’s ID card; The attendees shall bring the originals of the above documents to the shareholders’ meeting;
(3) Non local shareholders can register by letter or fax, and carefully fill in the registration form of participating shareholders (Annex II) for registration confirmation;
(4) Note: telephone registration is not accepted for this meeting. Shareholders attending the on-site meeting and their agents to be supplemented are requested to bring the original of relevant certificates and go through the registration formalities at the venue half an hour before the meeting.
2. On site registration time: 9:30-11:30, Tuesday, March 15, 2022; 13:00-15:00。 If non local shareholders register by letter or fax, they must be delivered or faxed to the company before 15:00 on Tuesday, March 15, 2022.
3. Place of registration: 22 / F, block a, digital building, No. 2 Beijing Centergate Technologies (Holding) Co.Ltd(000931) South Street, Haidian District, Beijing. If you register by letter, please mark “the first extraordinary general meeting of shareholders in 2022” on the envelope.
4. Contact information of the meeting:
Address: 22 / F, block a, digital building, No. 2, Beijing Centergate Technologies (Holding) Co.Ltd(000931) South Street, Haidian District, Beijing
Post code: 100080
Contact: Han Jing
Tel: 01082652668
Fax: 01082652226
5. The on-site meeting of the general meeting of shareholders will last for half a day, and the accommodation, transportation and other expenses of the participants shall be borne by themselves. 6. During online voting, if the voting system is affected by major emergencies, the process of the shareholders’ meeting shall be carried out according to the notice of the day. 4、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and the Internet voting system (website: http://wltp.cn.info.com.cn. ）See Annex III for the specific operation process of online voting. 5、 Documents for future reference
1. Resolution of the 23rd Meeting of Beijing Tongtech Co.Ltd(300379) the 4th board of directors Beijing Tongtech Co.Ltd(300379) board of directors March 1, 2022
Annex I: power of attorney
Annex II: registration form of the first extraordinary general meeting of shareholders in 2022
Annex III: specific operation process of participating in online voting
Annex I
Beijing Tongtech Co.Ltd(300379)
The first extraordinary general meeting of shareholders in 2022
Power of attorney
I hereby entrust Mr. (Ms.) to attend the first extraordinary general meeting of shareholders in Beijing Tongtech Co.Ltd(300379) 2022 on behalf of me / my company. The trustee has the right to vote on the matters considered at this meeting in accordance with the instructions of this power of attorney, and sign the relevant documents to be signed at this meeting on its behalf.
The validity period of this power of attorney is from the date of signing this power of attorney to the end of this shareholders’ meeting.
The instructions of the client to the trustee are as follows:
Proposal remarks and voting opinions
Code proposal name check this column
The column of may agree to abstain from voting
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 on termination of the previous issuance of shares to specific objects √
And the motion to withdraw the application documents and re declare
