Securities code: Zhejiang Talent Television & Film Co.Ltd(300426) securities abbreviation: Zhejiang Talent Television & Film Co.Ltd(300426) Announcement No.: 2022020 Zhejiang Talent Television & Film Co.Ltd(300426)
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 material omissions.
Special tips:
1. The shareholders’ meeting was held by combining on-site voting with Internet voting. At present, when New Coronavirus pneumonia is epidemic prevention and control, to effectively reduce staff aggregation and protect shareholders’ health, the company suggests that shareholders should try their best to participate in this shareholders’ meeting by way of online voting.
2. Shareholders and shareholders’ agents attending the meeting must pay attention to and comply with the relevant regulations and requirements of Beijing on epidemic prevention and control in advance. The company will strictly comply with the epidemic prevention and control requirements of relevant government departments, and register and manage the shareholders and shareholders’ agents attending the meeting. The shareholders and shareholders’ agents attending the meeting are invited to carry the original ID card and other relevant supporting materials, and actively cooperate with the company in the prevention and control of the epidemic situation, such as on-site identity verification, personal information registration, body temperature detection, presentation of valid health code and nucleic acid test report. Those who meet the requirements can enter the meeting site, and please obey the arrangement and guidance of on-site staff.
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: the proposal on convening the second extraordinary general meeting of the company in 2022 was deliberated and adopted at the 24th 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 of Zhejiang Zhejiang Talent Television & Film Co.Ltd(300426) Co., Ltd.
(1) On site meeting time: 14:30 PM, Tuesday, March 22, 2022
(2) Online voting time: March 22, 2022. Among them, the time for online voting through the trading system of Shenzhen stock exchange is 9:15 to 9:25, 9:30 to 11:30 and 13:00 to 15:00 on March 22, 2022; 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 22, 2022.
5. Meeting mode: the combination of on-site and online voting.
(1) On site voting: including attending in person and authorizing others to attend by filling in the power of attorney;
(2) Online voting: the company will provide online voting platform to shareholders through the trading system and Internet voting system of Shenzhen Stock Exchange. Shareholders of the company shall conduct online voting through the trading system or Internet voting system of Shenzhen Stock Exchange within the relevant time limit specified in this notice.
Shareholders of the company can only choose one of the above voting methods. In case of repeated voting of the same voting right, the first valid voting result shall prevail.
6. Equity registration date: Tuesday, March 15, 2022
7. Attendees:
(1) 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.
Mr. Gu Yuanfeng and Mr. Jing Xufeng, the directors of the company, are the incentive objects involved in the company’s phase I restricted stock incentive plan in 2019 and phase II restricted stock incentive plan in 2019. They should avoid voting on the proposal on repurchase and cancellation of some restricted shares to be considered at the general meeting of shareholders; For details, please refer to the relevant announcement issued by the company on the information disclosure website designated by the China Securities Regulatory Commission on the gem on the same day.
(2) Directors, supervisors and senior managers of the company
(3) Witness lawyers and other relevant personnel employed by the company
8. Venue of on-site meeting: room Zhejiang Talent Television & Film Co.Ltd(300426) at No. 16 Huayuan Road, Haidian District, Beijing
9. Relevant investors holding the company’s shares involving margin trading and securities lending shall implement the relevant provisions of the detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shenzhen Stock Exchange issued by Shenzhen Stock Exchange.
2、 Matters considered at the meeting
remarks
Proposal code proposal name
The column checked in this column can vote
1.00 proposal on repurchase and cancellation of some restricted shares √
The above proposal has been deliberated and adopted at the 24th Meeting of the Fourth Board of directors of the company. For relevant contents, see the relevant announcement issued by the company on the information disclosure website designated by the China Securities Regulatory Commission on the gem on the same day.
Special tips:
1. Proposal 1 involves related shareholders’ withdrawal from voting.
Names of related shareholders who should avoid voting: Gu Yuanfeng, Jing Xufeng and their persons acting in concert.
2. Proposal 1 is a special resolution of the general meeting of shareholders, which shall be adopted by more than 2 / 3 of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
3. The votes of small and medium-sized investors are counted separately in the proposals of the general meeting of shareholders (small and medium-sized investors refer to other shareholders except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company).
3、 Meeting registration items
1. Reservation registration method:
Shareholders who intend to attend the shareholders’ meeting on site are requested to send the documents required for appointment registration by letter or scanned copy to the email before 17:30 on March 21, 2022 [email protected]. Make an appointment registration. The letter reservation shall be subject to the postmark received. Please indicate the words “general meeting” on the envelope or e-mail name. In order to avoid the error of information registration, please do not register by telephone. Shareholders who have not made an appointment for registration may participate in the voting through online voting.
2. Documents required for reservation registration:
(1) If the legal representative of the corporate shareholder attends the meeting, it shall provide: the business license of the corporate shareholder, the copy of the ID card of the legal representative, the identity certificate and the certificate of shareholding;
(2) If a corporate shareholder entrusts a non legal representative to attend the meeting, it shall provide: the business license of the corporate shareholder, the copy of the ID card of the entrusted person, the power of attorney stamped with the corporate seal or signed by the legal representative (Annex II), and the shareholding certificate;
(3) If a natural person shareholder attends the meeting in person, it shall provide: a copy of the ID card of the natural person shareholder and the shareholding certificate;
(4) If a natural person shareholder entrusts others to attend the meeting, it shall provide: a copy of the ID card and shareholding certificate of the natural person shareholder, a power of attorney signed by the natural person shareholder, and a copy of the ID card of the entrusted person.
3. Note: those attending the meeting should bring the original of their ID card, power of attorney and other documents provided by e-mail when making an appointment for registration. They should be present half an hour before the meeting to go through the registration formalities. Those who do not bring the original of relevant certificates are not allowed to attend.
4. Other matters:
(1) Contact information
Contact: Gu Yuanfeng, Wang Tingting
Tel: 01056075455
mail box: [email protected].
Contact address: Zhejiang Talent Television & Film Co.Ltd(300426) conference room, No. 16 Huayuan Road, Haidian District, Beijing
Postal Code: 100088
(2) The meeting lasts for half a day, and the transportation, board and lodging expenses of the participants shall be borne by themselves.
(3) Handling method of abnormal conditions of online voting system: during online voting, if the online voting system is affected by major emergencies, the process of this shareholders’ meeting shall be carried out according to the notice of the same day.
4、 Specific operation process of participating in online voting
At this general meeting of shareholders, shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange (website: http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process involved in voting and online voting.
5、 Documents for future reference 1. Resolutions of the 24th Meeting of Zhejiang Talent Television & Film Co.Ltd(300426) the 4th board of directors. It is hereby announced.
Zhejiang Talent Television & Film Co.Ltd(300426) board of directors
March 3, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 350426; Voting abbreviation: Tang De voting
2. Fill in the voting opinions: agree, disagree and abstain.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: trading time on March 22, 2022, i.e. 9:15-9:25, 9:30-11:30, 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 will start voting from 9:15 to 15:00 on March 22, 2022.
2. Shareholders who vote online through the Internet voting system need to handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investors’ network services of Shenzhen Stock Exchange, 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:
Zhejiang Talent Television & Film Co.Ltd(300426)
Power of attorney for the second extraordinary general meeting of shareholders in 2022
I hereby entrust Ms. / Mr. to attend the second extraordinary general meeting of shareholders in Zhejiang Talent Television & Film Co.Ltd(300426) 2022 on behalf of me / the company. The trustee has the right to vote on the matters considered at the general meeting of shareholders in accordance with the instructions of this power of attorney, and sign the relevant documents to be signed at the general meeting of shareholders 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 trustor on the voting opinions of the trustee on the proposal of the general meeting of shareholders are as follows:
Comments on proposal preparation voting opinions
The ticked column of the code proposal name column is the same as the anti abandonment item, and the right to vote can be obtained
1.00 proposal on repurchase and cancellation of some restricted shares √
The instructions of the trustor to the trustee shall be subject to the tick “√” in the box below “agree”, “oppose” and “waiver”, and there shall be no two or more instructions for the same matter under consideration. If the trustor fails to give specific instructions on the voting opinions of a matter under consideration or has two or more instructions on the same matter under consideration, the trustee has the right to decide to vote on the matter according to its own will.
Name of client:
(signature of individual shareholder, signature and official seal of legal representative of corporate shareholder)
Client’s business license number or ID card:
Account number of the trustor’s shareholder: number of shares held by the trustor: number of voting rights held by the trustor:
The name of the trustee: the ID number of the trustee: the time limit for authorization: from the date of signing the power of attorney to the end of this general meeting.
specific date
