Securities code: 002288 securities abbreviation: Guangdong Chaohua Technology Co.Ltd(002288) Announcement No.: 2021-070 Guangdong Chaohua Technology Co.Ltd(002288)
Notice on convening the fourth extraordinary general meeting of shareholders in 2021
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.
Guangdong Chaohua Technology Co.Ltd(002288) (hereinafter referred to as “the company”) deliberated and adopted the proposal on convening the fourth extraordinary general meeting of shareholders in 2021 at the eighth meeting of the sixth board of directors. According to the above resolution of the board of directors, the company decided to convene the fourth extraordinary general meeting of shareholders in 2021 at 15:00 p.m. on Thursday, December 30, 2021. The relevant matters of the general meeting are hereby notified as follows:
1、 Basic information of the meeting
1. Session: the fourth extraordinary general meeting of shareholders in 2021
2. Convener: Board of directors
3. Legality and compliance of the meeting: the convening of the shareholders’ meeting by the board of directors of the company complies with the provisions of the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant laws, regulations, departmental rules and the articles of association.
4. Date and time of the meeting:
The on-site meeting will be held at 15:00 p.m. on December 30, 2021
Online voting time: the specific 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 December 30, 2021; The specific time for voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on December 30, 2021.
5. Convening method of the meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting. The company will use 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 the time of online voting.
Shareholders of the company can only choose one of on-site voting and online voting. In case of repeated voting of the same voting right, the first voting result shall prevail.
6. Equity registration date: December 24, 2021 (Friday)
7. Attendees:
(1) Shareholders holding shares of the company on the equity registration date.
As of the closing of the afternoon of December 24, 2021 (Friday), the equity registration date, all ordinary shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders. Shareholders who cannot attend the on-site meeting of the general meeting of shareholders in person may authorize others to attend on their behalf (the authorized person does not need to be a shareholder of the company, and the power of attorney is shown in the appendix of this notice), or participate in online voting during online voting time;
(2) Directors, supervisors and senior managers of the company.
(3) Lawyers hired by the company, etc.
8. Venue: conference room of Chaohua building, No. 19, Xianzi South Road, Meixian District, Meizhou City, Guangdong Province.
2、 Matters considered at the meeting
(i) Deliberation of proposals
1. Consideration of the Convention on signature
<铜箔产业基地项目投资合作协议之补充协议>
2 Deliberating the proposal on the company’s compliance with the conditions for non-public development of shares;
3. Review the proposal on the company’s non-public development of A-Shares in 2021 one by one;
3.1 type and par value of shares issued;
3.2 issuance method and time;
3.3 issuing object and subscription method;
3.4 issue price and pricing principle;
3.5 issue quantity;
3.6 sales restriction period;
3.7 total amount and purpose of raised funds;
3.8 arrangement of accumulated profits before this non-public offering of shares;
3.9 place of listing;
3.10 validity of the resolution.
4. Consideration of the
< Guangdong Chaohua Technology Co.Ltd(002288) 2021 年度非公开发行 A 股股票预案>
Proposal of the;
5. Consideration of the
< Guangdong Chaohua Technology Co.Ltd(002288) 2021 年度非公开发行 A 股股票募集资金使用的可行性分析报告>
Proposal of the;
6. Review the proposal on the explanation that there is no need to prepare the report on the use of the previously raised funds for the non-public development of a shares;
7. Review the proposal on the non-public development of A-Shares constituting related party transactions;
8. Review the agreement on the signing of the agreement between the company and specific objects
<附条件生效的股份认购协议>
Proposal of the; 9. Review the proposal on diluting the immediate return of A-Shares of non-public development banks in 2021, taking filling measures and commitments of relevant subjects;
10. Review the proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to non-public development of shares in 2021.
（2） Special emphasis
The above proposals 1-10 have been deliberated and adopted at the 8th meeting of the 6th board of directors, and proposals 1-9 have been deliberated and adopted at the 7th Meeting of the 6th board of supervisors; Among the above proposals, proposal 3 is a proposal voted item by item; Except for proposal 1, the above-mentioned proposals shall be passed by ordinary vote, and others shall be passed by special resolution, that is, they shall be passed by more than 2 / 3 of the voting rights held by the shareholders attending the meeting. Except for proposal 1, the above proposals are all major issues affecting the interests of small and medium-sized investors. The company will count the votes separately and publicly disclose the vote counting results. Small and medium-sized investors refer to shareholders other than the following shareholders: small and medium-sized investors refer to shareholders other than the following shareholders: (1) directors, supervisors and senior managers of the listed company; (2) shareholders who individually or jointly hold more than 5% of the shares of the listed company.
（3） Review and information disclosure
The above proposals have been deliberated and adopted at the 8th meeting of the 6th board of directors and the 7th Meeting of the 6th board of supervisors held by the company on December 14, 2021, and the independent directors have expressed their prior approval opinions and independent opinions on relevant matters. For details, see the relevant announcements disclosed by the company in the securities times, China Securities News and cninfo (www.cn. Info. Com.. CN) on December 15, 2021.
3、 Proposal code
Example table of proposal code of this shareholders’ meeting:
remarks
The ticked code column of the proposal name column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 signing
<铜箔产业基地项目投资合作协议之补√ 充协议>
Proposal for
2.00 proposal on the company’s eligibility for non-public offering of shares √
Number of sub proposals of √ voting 3.00 proposal on the company’s non-public development of A-Shares in 2021: (10)
3.01 type and par value of shares issued √
3.02 issuing method and time √
3.03 issuing object and subscription method √
3.04 issue price and pricing principle √
3.05 issue quantity √
3.06 restricted period √
3.07 total amount and purpose of raised funds √
3.08 arrangement of accumulated profits before this non-public offering √
3.09 place of listing √
3.10 validity period of resolution √
4.00 about
< Guangdong Chaohua Technology Co.Ltd(002288) 2021 年度非√ 公开发行 A 股股票预案>
Proposal for
About
< Guangdong Chaohua Technology Co.Ltd(002288) 2021 年度非 5.00公开发行 A 股股票募集资金使用的可行性分析报√ 告>
Proposal for
6.00 on this non-public offering of a shares, there is no need to prepare the previous offering √
Proposal on the explanation of the report on the use of funds raised
7.00 √ on the non-public offering of A-Shares constituting related party transactions
Proposal
8.00 agreement on signing between the company and specific objects
<附条件生效的股份认√ 购协议>
Proposal for
9.00 on the diluted spot return of non-public offering of A-Shares in 2021 √
Report and take filling measures and proposals on commitments of relevant subjects
10.00 proposal for the general meeting of shareholders to authorize the board of directors to handle the 2021 √
Proposal on matters related to non-public offering of shares
4、 Meeting registration measures
1. Registration time: 9:00-11:30 a.m. and 14:00-17:00 p.m. on Wednesday, December 29, 2021; 2. Registration method:
Natural person shareholders shall go through the registration formalities with their valid ID card, shareholder account card and shareholding certificate; The entrusted agent shall go through the registration formalities with his / her valid ID card, power of attorney, copy of the principal’s valid ID card, copy of the shareholder’s account card and the principal’s shareholding certificate;
If the legal representative of a legal person shareholder attends the meeting, it shall register with a copy of the business license, qualification certificate of the legal representative, ID card of the legal representative, legal person securities account card and shareholding certificate; If the entrusted agent attends the meeting, it shall go through the registration formalities on the strength of the copy of the business license, the qualification certificate of the legal representative, the copy of the ID card of the legal representative, the power of attorney of the legal representative, the ID card of the attendee, the securities account card of the legal person and the stock holding certificate.
Non local shareholders can register by letter or fax (must be delivered or faxed to the company before 17:00 p.m. on December 29, 2021), and please confirm by telephone. Telephone registration is not accepted.
3. Registered address: Office of Securities Department of the company
Shenzhen: room 1312, block B, phase I, innovation and Technology Plaza, Tian’an Digital City, Futian District, Shenzhen
Meizhou: Chaohua Industrial Park, Yanyang Town, Meixian County, Guangdong Province
Contact: Ning Feng, Wu Yanli
Tel.: 0755-83432838; 0753-8586687
Contact Fax: 0755-83433868; 0753-8586680
mail box: [email protected].
5、 Specific operation process of participating in online voting
The general meeting of shareholders provides shareholders with an online voting platform. Shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange (address: http: / / wltp. CN. Info. Com.. CN). See Annex I for the specific operation process of online voting.
6、 Other matters
1. The meeting will last for half a day, and the participants will bear their own transportation, board and lodging expenses.
2. Shareholders and shareholders’ agents attending the on-site meeting shall bring and show the certificates required in the registration measures of this notice.
3. If there are other matters not covered, it shall be notified separately.
7、 Documents for future reference
1. The resolution of the 8th meeting of the 6th board of directors signed by the attending directors and stamped with the seal of the board of directors; 2. Other documents required by CSRC and Shenzhen Stock Exchange.
It is hereby notified.
Guangdong Chaohua Technology Co.Ltd(002288) board of directors
December 14, 2021
Annex I:
Guangdong Chaohua Technology Co.Ltd(002288)
