Securities code: 000961 securities abbreviation: Jiangsu Zhongnan Construction Group Co.Ltd(000961) Announcement No.: 2021-223 Jiangsu Zhongnan Construction Group Co.Ltd(000961)
Notice of the seventh 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.
1、 Basic information of the meeting
1. Session: the seventh extraordinary general meeting of shareholders in 2021
2. Convener: the 8th board of directors of the company
3. Legality and compliance: the convening of this general meeting of shareholders complies with the company law, the rules for the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange, the detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and other relevant laws and regulations, as well as the articles of association
4. Meeting time:
(1) On site meeting time: 15:00 p.m. on Thursday, December 30, 2021
(2) Online voting time: the voting time through the trading system of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) is 9:15 ~ 9:25 a.m., 9:30 ~ 11:30 p.m. and 13:00 ~ 15:00 p.m. on December 30, 2021; the starting time of voting through the Internet voting system of Shenzhen Stock Exchange (9:15 a.m. on December 30, 2021) to the end of voting (15:00 p.m. on December 30, 2021)
5. Holding method: a combination of on-site voting and online voting
The company will use the Shenzhen stock exchange trading system and Internet voting system（ 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 network voting time.
The same voting right can only choose one of the on-site or network methods for voting. In case of repeated voting, the first voting result shall prevail.
6. Equity registration date: Thursday, December 23, 2021
7. Attendees:
(1) Shareholders holding shares of the company or their agents on the equity registration date;
At the closing of the market on the afternoon of December 23, 2021, all shareholders registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders and may entrust agents to attend and vote in writing. The proxy need not 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: Floor 9, building a, Lianqiang International Plaza, No. 1068, Tianshan West Road, Changning District, Shanghai
1. Proposal on the authorization of daily connected transactions in 2022;
2. Proposal on the authorization of related party transactions of directors, supervisors and senior managers to purchase the company’s housing products;
3. Proposal on authorization matters related to financial assistance in 2022;
4. Proposal on providing guarantee for Pingyang Jincheng and other companies;
5. Proposal on amending some articles of the articles of association.
Proposals 1, 2, 3 and 4 are voting matters of ordinary resolutions and shall be adopted by more than half (including) of the total voting shares held by shareholders attending the meeting.
Proposals 1 and 2 are related party transactions, and related shareholders need to avoid voting.
Proposal 5 is a special resolution, which shall be adopted by more than two-thirds (including this number) of the total voting shares held by the shareholders attending the meeting.
The above proposals belong to major issues affecting the interests of small and medium-sized investors, and the votes of small and medium-sized investors need to be counted separately.
For details, see the company’s disclosure in China Securities Journal, Shanghai Securities News, securities times, Securities Daily, Shenzhen Stock Exchange website and cninfo.com on December 15, 2021（ http://www.cn.info.com..cn./ ）Announcement of the resolutions of the 22nd Meeting of the 8th board of directors.
3、 Proposal code
Table 1: example of proposal code of this shareholders’ meeting
Proposal code proposal name
100 general proposal
1.00 proposal on authorization of daily connected transactions in 2022
2.00 proposal on authorization of related party transactions for directors, supervisors and senior managers to purchase the company’s housing products
3.00 proposal on authorization of financial assistance in 2022
4.00 proposal on providing guarantee for Pingyang Jincheng and other companies
5.00 proposal on amending some articles of the articles of Association
Note: shareholders vote repeatedly. If the voting order can be distinguished, the first voting shall prevail; If the voting order cannot be distinguished, it shall be deemed as abstention.
4、 Meeting registration and other matters
1. Registration of corporate shareholders. The legal representative of a legal person shareholder must hold a shareholder account card, a copy of the business license stamped with the company’s official seal, a certificate of legal representative and his own ID card to go through the registration formalities; If an agent is entrusted to attend, it shall also hold the power of attorney of the legal person and the ID card of the attendee;
2. Individual shareholder registration. Individual shareholders shall go through the registration procedures with their own ID card, shareholder account card and shareholding certificate; The proxy of shareholders entrusted to attend the meeting must also hold the ID card and power of attorney of the attendee;
3. Registration time: 9:00 a.m. – 17:30 p.m. on each working day from December 24 to December 30, 2021 (registration can be made by letter or fax);
4. Registration place: 9 / F, block a, Lianqiang International Plaza, No. 1068, Tianshan West Road, Changning District, Shanghai;
5. Meeting contact:
Contact address: 9 / F, building a, Lianqiang International Plaza, No. 1068, Tianshan West Road, Changning District, Shanghai
Postal Code: 200335
Tel: (021) 61929799
Fax: (021) 61929733
E-mail: [email protected].
Contact: he Shirong
6. Precautions:
(1) During the epidemic period, the company also suggested that shareholders participate in the shareholders’ meeting through online voting;
(2) Shareholders and shareholders’ agents attending the on-site meeting shall bring the original of relevant certificates to the scene;
(3) According to the measures for the administration of margin trading of securities companies and the detailed rules for the implementation of margin trading registration and settlement of China Securities Depository and Clearing Co., Ltd And other provisions, the shares of the company involved in the margin trading business of investors shall be entrusted by the securities company, and shall be registered in the register of shareholders of the company with the securities company as the nominal holder. The voting rights of relevant stocks shall be exercised by the entrusted securities company in the name of the securities company for the interests of investors under the condition of seeking the opinions of investors in advance. If investors involved in margin trading need to attend the on-site meeting of the general meeting of shareholders, they need to provide their own ID card (if they are legal persons, they need to provide relevant identity documents of legal persons), written power of attorney issued by the legal representative of the entrusted securities company according to law, and copies of relevant shareholder account cards of the entrusted securities company to go through registration procedures;
(4) The on-site meeting of the general meeting of shareholders lasts for half a day, and the shareholders attending the meeting shall bear their own accommodation and transportation expenses.
5、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange. Online voting through the trading system is similar to buying stocks. Voting through the Internet voting system is to fill in the options through the web page. See Annex 1 for the specific operation process.
Shareholders holding the company’s shares in collective accounts such as qualified foreign institutional investors (QFII), customer credit trading guarantee securities accounts of securities companies, refinancing guarantee securities accounts of securities finance companies and special securities accounts for agreed repurchase transactions can only vote through the Internet voting system rather than through the trading system.
Annex 1: specific operating procedures for participating in online voting
Annex 2: power of attorney
Specific operating procedures for participating in online voting
1、 Procedures for online voting
1. Voting code: 360961
2. Voting abbreviation: Zhongnan voting
3. 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 December 30, 2021, 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.
3、 Procedures for voting through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting at 9:15 a.m. on December 30, 2021 and ends at 3:00 p.m. on December 30, 2021.
2. Shareholders vote online through the Internet voting system, please visit http://wltp.cn.info.com..cn. , handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investor 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 be viewed（ http://wltp.cn.info.com..cn. ）Rule guidance column.
3. According to the service password or digital certificate obtained, shareholders can access http://wltp.cn.info.com..cn. Vote through the Internet voting system of Shenzhen Stock Exchange within the specified time.
Jiangsu Zhongnan Construction Group Co.Ltd(000961)
The seventh extraordinary general meeting of shareholders in 2021
Power of attorney
I hereby entrust Mr. (Ms.) to attend the seventh extraordinary general meeting of Jiangsu Jiangsu Zhongnan Construction Group Co.Ltd(000961) Group Co., Ltd. in 2021 on behalf of me (the shareholder unit). The validity of this power of attorney is from the date of signing by the principal to the end of this general meeting.
Agent’s name: agent ID number:
Client’s name: client’s securities account number:
Client ID number (or corporate shareholder’s business license number):
Number of shares held by the trustor: date of entrustment: mm / DD / yy
The client votes on the following proposals as follows (Please tick “√” under the corresponding voting opinions):
Name of proposal: Yes, no, waiver
Proposal on authorization of daily connected transactions in 2022
About the purchase of the company’s houses by directors, supervisors and senior managers
Proposal on authorization of related party transactions of products
Proposal on authorization matters related to financial assistance in 2022
Proposal on providing guarantee for Pingyang Jincheng and other companies
Proposal on amending some articles of the articles of Association
Note:
1. Please fill in your full name in block letters (Chinese or English name, which must be the same as that in the register of shareholders). If the principal is a legal person, it shall be stamped with the company seal;
2. Please fill in the number of shares you hold. If you do not fill in the number, this power of attorney will be deemed to have authorized all the shares you registered;
3. The newspaper clippings and copies of this power of attorney or self-made in the above format are valid;
4. If the principal has no clear voting instruction on the proposal, the principal may vote for, against or abstain at his own discretion.
