Securities code: Bozhon Precision Industry Technology Co.Ltd(688097) securities abbreviation: Bozhon Precision Industry Technology Co.Ltd(688097) Bozhon Precision Industry Technology Co.Ltd(688097)
Materials of the first extraordinary general meeting of shareholders in 2022 March 2022
catalogue
Notes to the first extraordinary general meeting of shareholders in 2022 Agenda of the first extraordinary general meeting of shareholders in 2012 4 proposal 1 proposal that the company meets the conditions for issuing shares to specific objects six
Proposal 2 proposal on the company’s plan to issue A-Shares to specific objects in 2022 seven
Proposal 3 proposal on the company’s plan to issue A-Shares to specific objects in 202210 proposal 4 proposal on the demonstration and analysis report of the company’s plan to issue A-Shares to specific objects in 2022
Case 11 proposal 5 feasibility analysis on the use of funds raised by issuing A-Shares to specific objects in 2022
The motion of the report 12 proposal 6 on diluted immediate return and filling measures for the company to issue A-Shares to specific objects in 2022
And the proposal promised by relevant subjects 13 proposal 7 proposal on the report on the use of the previously raised funds fourteen
Proposal 8 proposal on shareholder return planning of the company in the next three years (20222024) fifteen
Proposal 9 proposal on the explanation of the investment of the company’s raised funds in the field of scientific and technological innovation 16 proposal 10 proposal on requesting the general meeting of shareholders of the company to authorize the board of directors and its authorized persons to handle matters related to the company’s issuance of A-Shares to specific objects seventeen
Bozhon Precision Industry Technology Co.Ltd(688097)
Notes to the first extraordinary general meeting of shareholders in 2022
In order to safeguard the legitimate rights and interests of all shareholders, ensure that shareholders exercise their rights in Bozhon Precision Industry Technology Co.Ltd(688097) (hereinafter referred to as the “company”) according to law, and ensure the normal order and efficiency of the general meeting of shareholders, in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the securities law of the people’s Republic of China The instructions to the meeting are hereby formulated in accordance with the rules of the general meeting of shareholders of listed companies (revised in 2016), the Bozhon Precision Industry Technology Co.Ltd(688097) articles of Association (hereinafter referred to as the “articles of association”), the rules of procedure of Bozhon Precision Industry Technology Co.Ltd(688097) general meeting of shareholders and other relevant provisions, as follows:
Special reminder: during the prevention and control of covid-19 pneumonia, the company encourages shareholders to participate in the general meeting of shareholders by online voting. Shareholders who need to attend the on-site meeting shall take effective protective measures and cooperate with the on-site requirements to accept the relevant epidemic prevention work such as identity verification and information registration, body temperature detection, presentation of health code, nucleic acid detection certificate, centralized isolation medical observation and so on. Only those whose body temperature is normal on the day of the meeting and sukang code shows green code can participate in the meeting; All personnel from medium and high risk areas are not allowed to attend the meeting on site; Personnel from cities divided into districts (municipalities directly under the central government are counties) and non medium and high-risk areas where medium and high-risk areas are located shall hold the negative certificate of nucleic acid test within 48 hours. During the meeting, please wear a mask and keep a necessary distance according to the meeting arrangement. If the local government departments and other authorities issue new epidemic prevention regulations on the day of the meeting, the company has the right to require the participants to cooperate in the implementation. Shareholders who do not meet the requirements of the epidemic prevention and control policy will not be able to enter the meeting, but they can still vote through online voting.
1、 In order to ensure the seriousness and normal order of the shareholders’ meeting and effectively safeguard the legitimate rights and interests of the shareholders (or shareholders’ agents) attending the meeting, the company has the right to refuse other irrelevant personnel to enter the meeting place in accordance with the law, except the shareholders (or shareholders’ agents), directors, supervisors, senior managers, witness lawyers and members invited by the board of directors.
2、 Shareholders and shareholders’ agents attending the meeting shall go through the signing procedures at the meeting site 30 minutes before the meeting, and please show the securities account card, identity document or legal entity certificate, power of attorney, etc. according to the regulations. A copy of the above registration materials shall be provided, and the copy of individual registration materials must be signed by individuals, The copy of the legal representative’s certificate must be stamped with the company’s official seal, and the meeting materials can be obtained after verification before attending the meeting.
After the commencement of the meeting, the registration of attendance at the meeting shall be terminated, and the chairman of the meeting shall announce the number of shareholders (and shareholders’ agents) attending the meeting and the total number of voting shares held by them. After that, the shareholders (and shareholders’ agents) entering the meeting shall not be entitled to participate in the on-site voting.
3、 The meeting deliberated and voted on proposals in the order listed in the meeting notice.
4、 Shareholders and their proxies attend the general meeting of shareholders and enjoy the right to speak, question, vote and other rights according to law. Shareholders and their agents attending the general meeting of shareholders shall earnestly perform their legal obligations, shall not infringe upon the legitimate rights and interests of the company and other shareholders and their agents, and shall not disturb the normal order of the general meeting of shareholders.
5、 During the convening of the general meeting of shareholders, if the shareholders intend to speak / ask questions at the general meeting of shareholders, they shall register at the sign in office in advance. Shareholders and their proxies who request to speak shall speak in accordance with the agenda of the meeting and with the permission of the chairman of the meeting. When more than one shareholder and shareholder’s agent request to speak at the same time, the one who raises his hand first shall speak; When the order cannot be determined, the host shall designate the speaker. During the meeting, only shareholders and their agents are allowed to speak or ask questions. The speeches or questions of shareholders and their agents shall focus on the topics of the meeting, be concise and concise, and the time shall not exceed 5 minutes.
6、 When shareholders and their proxies request to speak, they shall not interrupt the report of the meeting reporter or the speeches of other shareholders and their proxies. When voting at the general meeting of shareholders, shareholders and their proxies will no longer speak. If shareholders and their agents violate the above provisions, the chairman of the meeting has the right to refuse or stop them.
7、 The moderator may arrange directors, supervisors and senior managers of the company to answer questions raised by shareholders. The moderator or relevant personnel designated by him or her have the right to refuse to answer questions that may disclose the company’s trade secrets and / or insider information and damage the common interests of the company and shareholders.
8、 Shareholders (including shareholders’ proxies) attending the general meeting of shareholders shall express one of the following opinions on the proposal submitted for voting: agree, oppose or abstain. Shareholders (including shareholders’ proxies) present at the meeting must sign their names on the votes. Votes that are not filled in, wrongly filled in, illegible, and not cast shall be deemed to have waived their voting rights, and the voting results of their shares shall be counted as “waiver”. After the votes are filled in, the staff of the General Assembly shall receive the votes uniformly.
8、 Shareholders (including shareholders’ proxies) attending the general meeting of shareholders shall express one of the following opinions on the proposal submitted for voting: agree, oppose or abstain. Shareholders (including shareholders’ proxies) present at the meeting must sign their names on the votes.
Votes that are not filled in, wrongly filled in, illegible, and not cast shall be deemed to have waived their voting rights, and the voting results of their shares shall be counted as “waiver”. After the votes are filled in, the staff of the General Assembly shall receive the votes uniformly.
9、 Before the shareholders’ meeting votes on the proposal, two shareholders’ representatives will be elected to participate in vote counting and scrutinizing; When the general meeting of shareholders votes on the proposal, the witness lawyer, shareholder representative and supervisor representative shall be jointly responsible for counting and supervising the votes; The on-site voting results shall be announced by the host of the meeting. The general meeting of shareholders adopts the combination of on-site voting and online voting, and the announcement of the resolution of the general meeting of shareholders is issued in combination with the voting results of on-site voting and online voting. 10、 The meeting was witnessed by the practicing lawyer of the law firm hired by the company and issued a legal opinion. 11、 In order to maintain the order of the venue, all participants should not walk around at will, and their mobile phones should be adjusted to the silent state. Participants should leave the venue after the meeting without special reasons. Personal recording, video recording and photographing are not allowed. The company has the right to take measures to stop the acts of interfering with the general meeting of shareholders, making trouble and infringing on the legitimate rights and interests of shareholders, and timely report to relevant departments for investigation and punishment.
12、 The company does not issue gifts to shareholders attending the general meeting of shareholders, nor is it responsible for arranging the accommodation of shareholders attending the general meeting of shareholders, and treats all shareholders on the principle of equality.
13、 Please refer to the company’s disclosure on the official website of Shanghai Stock Exchange (www.sse. Com. CN.) on February 24, 2022 for the details of the registration method and voting method of this general meeting of shareholders Notice of Bozhon Precision Industry Technology Co.Ltd(688097) on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022010).
Bozhon Precision Industry Technology Co.Ltd(688097)
Agenda of the first extraordinary general meeting of shareholders in 2022
1、 Method and place of voting
1. Meeting time: 14:30, March 11, 2022
2. Venue of on-site meeting: room 105, No. 666, Huxin West Road, Wujiang Economic and Technological Development Zone, Suzhou 3. Online voting system, start and end date and voting time
Online voting system: online voting system for shareholders’ meeting of Shanghai Stock Exchange
Starting and ending time of online voting: from March 11, 2022 to March 11, 2022
The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders. 2、 Agenda of the meeting (I) participants sign in, receive meeting materials and register shareholders’ statements (II) the host announces the beginning of the meeting and reports to the general meeting the number of shareholders attending the on-site meeting and the number of voting rights held (III) read out the instructions to the general meeting of shareholders (IV) recommend vote counting and scrutinizing members (V) review the proposal of the meeting 1 Proposal on the company meeting the conditions for issuing shares to specific objects
2.00 proposal on the company’s plan to issue A-Shares to specific objects in 2022
2.01 type and par value of shares issued 2.02 issuing method and time 2.03 issuing object and subscription method 2.04 pricing base date, pricing principle and issuing price 2.05 number of shares issued 2.06 sales restriction period 2.07 listing place of shares 2.08 scale and purpose of raised funds 2.09 arrangement of rolling undistributed profits of the company before this issuance
2.10 validity period of this issuance resolution
3. Proposal on the company’s plan to issue A-Shares to specific objects in 2022
4. Proposal on the demonstration and analysis report of the company’s plan to issue A-Shares to specific objects in 2022
5. Proposal on the feasibility analysis report on the use of funds raised by the company’s issuance of A-Shares to specific objects in 2022
6. Proposal on the diluted immediate return and filling measures of the company’s issuance of A-Shares to specific objects in 2022 and the commitments of relevant subjects 7. Proposal on the report on the use of the previously raised funds 8. Proposal on the shareholder return planning of the company in the next three years (20222024) 9 Proposal on the explanation of the investment of the company’s raised funds in the field of scientific and technological innovation 10. Proposal on requesting the general meeting of shareholders of the company to authorize the board of directors and its authorized persons to fully handle matters related to the company’s issuance of A-Shares to specific objects (Ⅵ) speeches by shareholders and shareholder agents attending the meeting Question (VII) shareholders and proxies present at the meeting vote on various proposals (VIII) adjourn the meeting (count the voting results) (IX) resume the meeting, read out the voting results of the meeting and the resolutions of the general meeting of shareholders (x) witness the lawyer to read out the legal opinions (XI) sign the meeting documents (XII) the meeting is over
Bozhon Precision Industry Technology Co.Ltd(688097)
Proposal of the first extraordinary general meeting of shareholders in 2022
Proposal 1 proposal on the company meeting the conditions for issuing shares to specific objects. Shareholders and shareholder representatives:
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance and registration of companies listed on the science and Innovation Board (for Trial Implementation) and other relevant laws, regulations and normative documents issued by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”), After careful self-examination and demonstration of the actual situation and relevant matters of the company item by item, the board of directors of the company believes that the company meets the relevant provisions and requirements of current laws, regulations and normative documents on the issuance of shares by listed companies to specific objects, and has the qualifications and conditions for issuing shares to specific objects.
This proposal has been deliberated and approved at the 9th meeting of the second board of directors and the 8th meeting of the second board of supervisors held by the company on January 17, 2022, and is hereby submitted to all shareholders and shareholder agents for deliberation.
Bozhon Precision Industry Technology Co.Ltd(688097) board of directors March 4, 2022
Proposal 2 proposal on the company’s plan to issue A-Shares to specific objects in 2022
Shareholders and shareholder representatives:
The company’s plan for issuing A-share shares to specific objects in 2022 (hereinafter referred to as “this issuance” or “this issuance to specific objects”) is as follows: I. type and par value of issued shares
The type of shares issued to specific objects this time is domestic listed RMB ordinary shares (A shares), with a par value of RMB 1.00 per share. 2、 Issuing method and time
This offering is to be issued to specific objects, and the company will choose an opportunity to implement it within the validity period of the registration decision made by the China Securities Regulatory Commission (hereinafter referred to as “CSRC”). 3、 Issuing object and subscription method
The issuing objects of this issuance are no more than 35 qualified Chinese securities
