Guangdong Create Century Intelligent Equipment Group Corporation Limited(300083)
Report on public solicitation of entrusted voting rights by independent directors
Important note: according to the relevant provisions of the measures for the administration of equity incentive of listed companies issued by the CSRC, Wang Chengyi, an independent director of the company, is entrusted by other independent directors as the soliciter, Solicit entrusted voting rights from all shareholders of the company on the relevant proposals of 2020 restricted stock incentive plan (Revised Draft) to be considered at the first extraordinary general meeting of 2022 to be held on January 10, 2022.
China Securities Regulatory Commission, Shenzhen Stock Exchange and other government departments have not expressed any opinions on the authenticity, accuracy and completeness of the contents described in this report, and are not responsible for the contents of this report. Any statement to the contrary is a false statement.
1、 Statement of the collector
As the collector, I, Wang Chengyi, in accordance with the relevant provisions of the measures for the administration of equity incentive of listed companies and the entrustment of other independent directors, have prepared and signed this report by soliciting shareholders' entrusted voting rights on the relevant proposals of the company's 2020 restricted stock incentive plan (revised draft) considered at the first extraordinary general meeting of the company in 2022.
The collector guarantees that there are no false records, misleading statements or major omissions in this collection report, and shall bear separate and joint legal liabilities for its authenticity, accuracy and completeness; We guarantee that we will not use this solicitation of voting rights to engage in securities fraud activities such as insider trading and market manipulation.
The solicitation of entrusted voting rights is publicly conducted free of charge and published on the information disclosure media designated by the company. This solicitation is entirely based on the responsibilities of the soliciter as an independent director, and the information released is free of false and misleading statements.
The performance of this report will not violate the relevant provisions of laws, regulations and the articles of association. This report is only for the purpose of soliciting voting rights this time, and shall not be used for any other purpose.
2、 Basic information of the company and matters of this solicitation
1. Basic information
Chinese name Guangdong Create Century Intelligent Equipment Group Corporation Limited(300083)
English Name: Guangdong create century intelligent equipment Group Corporation
Limited
Stock abbreviation Guangdong Create Century Intelligent Equipment Group Corporation Limited(300083)
Date of establishment: April 11, 2003
Registered address: Shangjiao village, Chang'an Town, Dongguan City
Stock code 300083
Place of stock listing: Shenzhen Stock Exchange
Legal representative: Cai Wanfeng
Contact: Zhou Qichao, Secretary of the board of directors
Contact address: No. 152, Nanpu Road, Huangpu Community, Xinqiao street, Bao'an District, Shenzhen
Tel: 0769-82288265
Fax: 0769-85075902
E-mail [email protected].
2. Solicitation matters
The solicitors publicly solicit the entrusted voting rights from all shareholders of the company for the following proposals considered at the first extraordinary general meeting of shareholders in 2022:
(1) About the company
<2020 年限制性股票激励计划（草案修订稿）>
And its abstract;
(2) About the company
<2020 年限制性股票激励计划实施考核管理办法>
(Revised Version).
3. The signing date of the report on public solicitation of entrusted voting rights is December 24, 2021.
3、 Basic information of the general meeting of shareholders
For details on the convening of the general meeting of shareholders, see the relevant documents published by the company on the information disclosure website designated by the CSRC.
4、 Basic information of the recruiter
1. The basic information of Mr. Wang Chengyi, the collector of voting rights and the current independent director of the company, is as follows:
Mr. Wang Chengyi, born in 1967, Chinese nationality, without overseas permanent residency, master of law of Nanjing University and master of law of Gottingen University, Germany, has obtained the qualification certificate of independent directors of listed companies issued by Shenzhen Stock Exchange; He has successively held the posts of researcher and director of Shenzhen Institute of legal system; He is currently a lawyer of Dongfang Kunlun (Shenzhen) law firm. On January 20, 2020, he was elected as an independent director of the Fifth Board of directors by the seventh extraordinary general meeting of shareholders in 2020.
2. At present, the collector does not hold shares of the company, is not punished for securities violations, and is not involved in major civil litigation or arbitration related to economic disputes.
3. The collector and its main immediate family members have not reached any agreement or arrangement on matters related to the equity of the company; As an independent director of the company, he has no interest relationship with the directors, senior managers, major shareholders and their affiliates of the company and with this solicitation.
5、 Solicitors' voting on solicitation matters
As an independent director of the company, the recruiter attended the 23rd Meeting of the Fifth Board of directors held on December 24, 2021 and reviewed the
<2020 年限制性股票激励计划（草案修订稿）>
And its abstract
<2020 年限制性股票激励计划实施考核管理办法>
(Revised Version) voted in favour of the motion and expressed independent opinions on relevant motions.
6、 Solicitation scheme
In accordance with the current laws, regulations, normative documents and the provisions of the articles of association of the company, the collector has formulated the scheme for the solicitation of voting rights. The specific contents are as follows:
(i) Solicitation object: all shareholders of the company who have been registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. and have gone through the registration procedures for attending the meeting as of the afternoon of January 5, 2022.
（2） Collection time: January 6, 2022 - January 7, 2022 (9:00-11:30, 13:30-17:00). (III) collection method: open on cninfo.com（ http://www.cn.info.com..cn. ）An announcement was issued on the to solicit voting rights.
（4） Solicitation procedures and steps
1. Step 1: if the solicitation object decides to entrust the soliciter to vote, it shall fill in the power of attorney for public solicitation of voting rights of independent directors (hereinafter referred to as the "power of attorney") item by item according to the format and content determined in the annex to this report.
2. Step 2: entrust the voting shareholders to submit the power of attorney and other relevant documents signed by them to the office of the board of directors of the company entrusted by the collector; The power of attorney and other relevant documents shall be signed and received by the office of the board of directors of the company for the collection of entrusted voting rights:
① If the entrusted voting shareholder is a legal person shareholder, it shall submit a copy of the legal person's business license, the original identity certificate of the legal representative, the original power of attorney and the stock account card; All documents of the legal person shareholder in accordance with this article shall be signed page by page by the legal representative and stamped with the official seal of the shareholder unit;
② If the entrusted voting shareholder is an individual shareholder, it shall submit a copy of its own ID card, the original power of attorney and the stock account card;
③ If the power of attorney is signed by another person authorized by the shareholder, the power of attorney shall be notarized by a notary organ and submitted together with the original power of attorney; The power of attorney signed by the shareholder himself or the legal representative of the shareholder unit does not need to be notarized;
3. Step 3: after the entrusted voting shareholders have prepared relevant documents according to the requirements of step 2 above, they shall deliver the power of attorney and relevant documents by personal delivery, registered letter or express mail within the collection time and at the address specified in this report; If registered mail or express mail is adopted, the time of receipt shall be subject to the time of receipt at the office of the board of directors of the company.
The designated address and addressee of the power of attorney and relevant documents delivered by the shareholders entrusted to vote are:
No. Project Board Secretary
1 Name: Zhou Qichao
2 mailing address: No. 152, Nanpu Road, Huangpu Community, Xinqiao street, Bao'an District, Shenzhen
3 postal code 523007
4. Tel.: 0769-82288265
5. Fax No.: 0769-85075902
6 e-mail [email protected].
Please properly seal all the documents submitted, indicate the contact number and contact person of the shareholder entrusted to vote, and indicate "power of attorney for public solicitation of entrusted voting rights by independent directors" in a prominent position.
4. Step 4: the witness lawyer of the law firm hired by the company will formally review the documents listed above submitted by corporate shareholders and individual shareholders. The valid authorization confirmed by the audit will be submitted to the collector by the witness lawyer.
（5） After the documents submitted by the entrusted voting shareholders are delivered, the authorized entrustment meeting all the following conditions will be confirmed as valid after review:
1. The power of attorney and relevant documents have been delivered to the designated place in accordance with the requirements of the collection procedure of this report;
2. Submit the power of attorney and relevant documents within the collection time;
3. The shareholders have filled in and signed the power of attorney according to the format specified in the annex to this report, the content of the authorization is clear, and the relevant documents submitted are complete and effective;
4. The power of attorney and relevant documents submitted are consistent with the contents recorded in the register of shareholders.
（6） If a shareholder entrusts his / her voting right to the soliciter repeatedly, but the contents of his / her authorization are different, the power of attorney signed by the shareholder last time shall be valid. If the signing time cannot be judged, the power of attorney received last shall be valid.
（7） After the shareholder entrusts the voting right of the solicitation to the soliciter, the shareholder may attend the meeting in person or by proxy.
（8） In case of any of the following circumstances in the confirmed valid authorization, the collector may deal with it in accordance with the following measures:
1. After the shareholder entrusts the voting right of the solicitation to the solicitor, and explicitly revokes the authorization to the solicitor in writing before the deadline of on-site meeting registration, the solicitor will deem that its authorization to the solicitor will automatically become invalid;
2. If the shareholder entrusts the voting right of the solicitation to someone other than the solicitor to register and attend the meeting, and expressly revokes the authorization to the solicitor in writing before the deadline of the on-site meeting registration, the solicitor will deem that its authorization to the solicitor will automatically become invalid;
3. The shareholders shall specify their voting instructions on the solicitation matters in the power of attorney submitted, and choose one of the consent, objection and waiver. If more than one is selected or not selected, the soliciter will deem its authorization invalid.
It is hereby announced.
Collected by: Wang Chengyi December 24, 2021 Annex:
Guangdong Create Century Intelligent Equipment Group Corporation Limited(300083)
Power of attorney for public solicitation of voting rights by independent directors
I / the company, as the principal, confirm that before signing this power of attorney, I / we have carefully read the full text of the report on public solicitation of entrusted voting rights by Guangdong Create Century Intelligent Equipment Group Corporation Limited(300083) independent directors, the notice on convening the first extraordinary general meeting in 2022 and other relevant documents prepared and announced by the collector for this solicitation of voting rights, We have fully understood the voting rights solicitation and other relevant situations.
Before the registration of the on-site meeting, I / the company has the right to withdraw the authorization of the collector under this power of attorney or modify the content of this power of attorney at any time according to the procedures determined in the report on public solicitation of voting rights by independent directors.
As the authorized principal, I / the company hereby authorize Guangdong Create Century Intelligent Equipment Group Corporation Limited(300083) independent director Wang Chengyi to attend the first extraordinary general meeting of shareholders in Guangdong Create Century Intelligent Equipment Group Corporation Limited(300083) 2022 as my / the company's agent, and exercise the right to vote on the matters considered at the following meeting according to the instructions of this power of attorney.
My / our company's voting opinions on this solicitation of voting rights:
Proposal voting opinion
Code proposal name
Agree against waiver
1.00 about the company
<2020 年限制性股票激励计划（草案修订稿）>
And its abstract
2.00 about the company
<2020 年限制性股票激励计划实施考核管理办 法>
(Revised Version)
Note: the voting symbol of this power of attorney is "√". Please choose to agree, disagree or abstain from the above deliberation items according to the opinions of the authorized client, and check in the corresponding form. Only one of the three can be selected. If more than one item is selected or not selected, it will be deemed that the authorized client abstains from voting on the deliberation items. The copy of the power of attorney is valid; The entrustment of the unit shall be made by
