Securities code: Brother Enterprises Holding Co.Ltd(002562) securities abbreviation: Brother Enterprises Holding Co.Ltd(002562) Announcement No.: 2022009 bond Code: 128021 bond abbreviation: brother convertible bond
Brother Enterprises Holding Co.Ltd(002562)
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 information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Brother Enterprises Holding Co.Ltd(002562) (hereinafter referred to as “the company”) deliberated and adopted the proposal on convening the second extraordinary general meeting of shareholders in 2022 at the 11th meeting of the Fifth Board of directors. The meeting decided to convene the second extraordinary general meeting of shareholders in 2022 in the company’s conference room on March 18, 2022 to review the relevant proposals submitted by the board of directors. The general meeting of shareholders adopts the combination of on-site voting and online voting. The specific matters are hereby notified as follows:
1、 Basic information of the meeting:
1. Session of the general meeting of shareholders: the second extraordinary general meeting of shareholders in 2022
2. Convener: Board of directors
3. Legality and compliance of the meeting: after deliberation and approval at the 11th meeting of the 5th board of directors of the company, it is decided to convene the second extraordinary general meeting of shareholders in 2022. The meeting was held in accordance with the company law of the people’s Republic of China, the rules for the general meeting of shareholders of listed companies and other relevant laws and regulations, departmental rules, normative documents and the articles of association.
4. Meeting time:
(1) The on-site meeting time is: 14:45 p.m. on March 18, 2022;
(2) Online voting time: 9:15, March 18, 2022 – 15:00, March 18, 2022; Of which:
① The time of online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on March 18, 2022;
② The voting time through the Internet voting system is from 9:15 a.m. on March 18, 2022 to March 18, 2022
5. Meeting method: the shareholders’ meeting adopts the combination of on-site voting and online voting.
The company will use the trading system of Shenzhen Stock Exchange and the Internet voting system (www.cn. Info. Com. CN.) Provide the shareholders of the company with a voting platform in the form of network, and the shareholders can exercise their voting rights through the above system during the online voting time.
6. Equity registration date: Thursday, March 10, 2022
7. Meeting attendees
(1) Ordinary shareholders or their agents who hold shares of the company on the equity registration date;
At the closing of the afternoon of the equity registration day, all ordinary shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders and may entrust an agent in writing to attend the meeting and vote. The agent of the shareholder 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 persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
8. Venue of on-site meeting: room Brother Enterprises Holding Co.Ltd(002562) of Xuelin street, Haizhou street, Haining City, Zhejiang Province. 2、 Matters considered at the meeting
1. Matters to be considered:
Table 1: name and code of the proposal of the general meeting of shareholders
remarks
Proposal code proposal name the column of “agree against abstain” checked can be voted
ticket
Non cumulative voting withdrawal
case
1.00 on the election of Mr. Zhang Zhiyong as an independent √
Proposal of directors
1.00 representative motion 1.
2. Disclosure
The above proposal has been deliberated and approved at the 11th meeting of the 5th board of directors of the company, and the relevant announcements were published in the securities times and cninfo (www.cn. Info. Com. CN) on March 2, 2022 Come on.
3. Special note
The qualification and independence of independent director candidates shall be filed and reviewed by Shenzhen Stock Exchange, and the shareholders’ meeting can vote only after there is no objection. During the deliberation of the above proposals at the shareholders’ meeting, the votes of small and medium-sized investors will be counted separately, and the results of the separate counting will be disclosed publicly. Since only one independent director is elected, the cumulative voting system is not applicable to proposal 1.
3、 Methods of attending on-site meetings
(I) natural person shareholders shall go through the registration procedures with their own ID card, shareholder account card, shareholding certificate, etc;
(II) the legal person shareholder shall go through the registration procedures with the copy of business license (with official seal affixed), unit shareholding certificate, shareholder account card, power of attorney of legal person (see Annex I for details) and ID card of the attendee;
(III) the entrusted agent shall go through the registration procedures with the ID card of the principal and the principal, the power of attorney (see Annex I for details), the principal’s securities account card and shareholding certificate;
(IV) non local shareholders can register by letter, fax or email (copies of relevant certificates are required), and do not accept telephone registration;
(V) registration time: 9:30 to 11:30 a.m. and 13:30 to 15:30 p.m. on Friday, March 11, 2022; (VI) place of registration: No. 1 Xuelin street, Haizhou street, Haining City, Zhejiang Province Brother Enterprises Holding Co.Ltd(002562) board office.
(VII) meeting contact: Yu Gaoyan
Tel.: 057380703928
Fax: 057387081001
Email: [email protected].
Contact address: No.1 Xuelin street, Haizhou street, Haining City, Zhejiang Province Brother Enterprises Holding Co.Ltd(002562) Board Office
Postal Code: 314400
(VIII) the board, lodging and transportation expenses of the participants shall be borne by themselves.
5、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide shareholders with an online voting platform, and shareholders of the company can use the trading system of Shenzhen Stock Exchange or the Internet system（ http://wltp.cn.info.com.cn. ）Participate in online voting.
(please refer to Annex II for details of contents and formats related to specific operations when participating in online voting)
Brother Enterprises Holding Co.Ltd(002562) board of directors
March 2, 2022 Annex I:
Power of attorney
I hereby authorize Mr. / Ms. to attend the second extraordinary general meeting of shareholders in Brother Enterprises Holding Co.Ltd(002562) 2022 and exercise voting rights on behalf of my company (individual).
Client name / Principal: ID number of client:
Account number of the trustor’s shareholder: number of shares held by the trustor:
The name of the trustee: the ID number of the trustee:
1、 Voting instruction
remarks
Proposal code proposal name the column that is ticked with “Cancel” can be voted upon
Non cumulative voting proposal
1.00 proposal on electing Mr. Zhang Zhiyong as an independent director √
2、 If the principal does not give specific instructions, can the trustee vote according to its own will:
Yes () no ()
Term of validity of this power of attorney:
Signature of the client (if the client is the company, the official seal of the company shall be affixed):
Date of entrustment: mm / DD / yy
Note: the copy of the power of attorney or self-made according to the above format is valid. The client shall affix the official seal of the client on this power of attorney. If the power of attorney is more than two pages, please sign and seal on each page. Note: 1. Shareholders please tick √ in the options; 2. Each item is a single choice, and multiple choices are invalid
Annex II:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation of ordinary shares: voting code: 362562; Voting abbreviation: “brother voting”.
2. Fill in the voting opinions or election votes.
3. For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
4. 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 18, 2022, i.e. 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m.
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 will start voting at any time from 9:15 on March 18 to 15:00 on March 18, 2022.
2. For online voting through the Internet voting system, shareholders 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.
