Securities code: Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455) securities abbreviation: Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455) Announcement No.: 2022035 bond Code: 128093 bond abbreviation: Baichuan convertible bond
Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455)
Notice on convening the 2021 annual general meeting of shareholders
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.
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: 2021 annual general meeting of shareholders.
2. Convener of the general meeting of shareholders: the board of directors of the company agreed to convene the general meeting of shareholders after deliberation and approval at the fourth meeting of the sixth board of directors of the company.
3. Legality and compliance of the meeting: the convening of the shareholders’ meeting complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
4. Meeting time:
① On site meeting time: 14:00 p.m. on Monday, March 21, 2022.
② The specific time of online voting is: the specific time of online voting through the trading system of Shenzhen stock exchange is the trading time on March 21, 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 a.m. to 3:00 p.m. on March 21, 2022.
5. Convening method of the meeting:
This meeting adopts a combination of on-site voting and online voting.
Online voting will be conducted through the trading system and Internet voting system of Shenzhen Stock Exchange (website: http://wltp.cn.info.com.cn. ）Shareholders of the company can exercise their voting rights through the above system during online voting time.
Way of attending the general meeting of shareholders: the shareholders of the company can only choose one of on-site voting and online voting. If there is repeated voting with the same voting right, the first voting result shall prevail.
6. Equity registration date of the meeting: Wednesday, March 16, 2022.
7. Attendees:
(1) Shareholders holding shares of the company on the equity registration date.
The equity registration date of this general meeting of shareholders is Wednesday, March 16, 2022. As of the closing of the market on the afternoon of Wednesday, March 16, 2022, all shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders and can entrust a proxy in writing to attend the meeting and vote. The proxy need not be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company.
(3) Lawyers and sponsor representatives employed by the company
8. Meeting place: meeting room of the company, No. 55 Jianshe Road, Yunting street, Jiangyin City, Jiangsu Province
2、 Matters considered at the meeting
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on the company’s annual report and summary in 2021 √
2.00 proposal on the work report of the board of directors in 2021 √
3.00 proposal on the work report of the board of supervisors in 2021 √
4.00 proposal on the company’s financial statement report in 2021 √
5.00 profit distribution plan for 2021 √
6.00 proposal on applying for comprehensive credit line from bank √
7.00 proposal on the guarantee amount within the scope of the company’s consolidated statements √
8.00 proposal on re employment of accounting firm √
9.00 proposal on the remuneration of directors, supervisors and senior executives of the company in 2021 √
10.00 proposal on using some idle self owned funds for cash management √
The above-mentioned proposals are major issues affecting the interests of small and medium-sized investors. When deliberating the above-mentioned proposals at this general meeting of shareholders, it is necessary to count the votes of small and medium-sized investors (i.e. shareholders other than directors, supervisors, senior managers of listed companies and shareholders who individually or jointly hold more than 5% of the shares of listed companies), The company will make public disclosure according to the vote counting results; Among the above-mentioned proposals, proposal 7 is a special resolution, which can take effect only if it is approved by more than 2 / 3 of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders, and the rest are ordinary resolutions, which can take effect only if it is approved by more than half of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders. The independent directors of the company will make a report on their work at the 2021 annual general meeting of shareholders.
The above proposal has been deliberated and adopted at the fourth meeting of the sixth board of directors and the fourth meeting of the sixth board of supervisors. For the content of the proposal, see http://www.cninfo.com.cn on February 28, 2022 info. com. cn. Relevant announcements. 3、 Meeting registration items
1. Registration method: on-site registration, registration by letter or fax.
2. Registration time: March 18, 2022, 9:00-11:00, 13:30-16:00
3. Place of registration: Office of the board of directors, No. 55 Jianshe Road, Yunting street, Jiangyin City, Jiangsu Province
4. Registration procedures:
(1) The legal person shareholder shall go through the registration formalities with the shareholder’s account card, the copy of the business license stamped with the official seal, the certificate of the legal representative and the ID card; If a legal person shareholder entrusts an agent, it shall go through the registration formalities with the agent’s ID card, a copy of the business license stamped with the official seal, the power of attorney and the client’s shareholder account card; (2) 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, the principal’s shareholder account card and ID card;
(3) Non local shareholders can register by letter or fax, and do not accept telephone registration.
Shareholders should carefully fill in the registration form of shareholders’ participation (Annex I) for registration confirmation. Faxes and letters shall be delivered to the office of the board of directors of the company before 16:00 on March 18, 2022. Please indicate the words “general meeting of shareholders” in your letter.
5. Contact information of the meeting:
Meeting contact: Chen Huimin, Miao bin
Tel.: 051081629928
Fax: 051086013255
Mailing address: No. 55, Jianshe Road, Yunting street, Jiangyin City, Jiangsu Province
Postal Code: 214422
6. The shareholders or their representatives attending the meeting shall bear their own transportation and accommodation expenses for half a 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 II for the specific operation process of online voting. 5、 Documents for future reference
1. Resolutions of the fourth meeting of the sixth board of directors of the company;
2. Resolution of the 4th meeting of the 6th board of supervisors of the company
Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455) board of directors February 25, 2022
Annex I: registration form of shareholders’ Participation
Name / name business license number / body
Certificate number
Number of shares held by shareholder account
Contact number e-mail
Contact address zip code
Annex II
Specific operation process of participating in online voting
1、 Voting procedures through the Shenzhen Stock Exchange System
1. Voting code: 362455.
2. Voting abbreviation: Baichuan voting.
3. Fill in voting opinions: agree, disagree and abstain
4. When shareholders vote on the general proposal, they are deemed to express the same opinions on all the proposals this time.
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 21, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
III 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 a.m. to 3:00 p.m. on March 21, 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.
Annex III: power of attorney
Power of attorney
I hereby authorize Mr. (Ms.) to attend Jiangsu Baichuan high tech on behalf of my unit (myself)
The 2021 annual general meeting of shareholders of new materials Co., Ltd. and exercise the voting rights on behalf of it. The client has the following suggestions:
The voting of the proposal is as follows (please draw “√” under the corresponding voting opinions to clearly express consent, objection and abstention):
Note: agree to oppose the waiver proposal, code the proposal name, and check this column
Columns can be
By vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on the company’s annual report and summary in 2021 √
2.00 proposal on the work report of the board of directors in 2021 √
3.00 proposal on the work report of the board of supervisors in 2021 √
4.00 proposal on the company’s financial statement report in 2021 √
5.00 profit distribution plan for 2021 √
6.00 proposal on applying for comprehensive credit line from bank √
7.00 proposal on the guarantee amount within the scope of the company’s consolidated statements √
8.00 proposal on re employment of accounting firm √
9.00 √ on the remuneration of directors, supervisors and senior executives of the company in 2021
Proposal
10.00 √ on cash management with some idle self owned funds
Proposal
If the trustor fails to express clear opinions on the contents of the proposal, the trustee may exercise it on his behalf according to his own wishes
vote.
