Shenzhen Jingquanhua Electronics Co.Ltd(002885)
Notice on convening the first extraordinary general meeting of shareholders in 2022
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: the first extraordinary general meeting of shareholders in 2022
2. Convener of the general meeting of shareholders: the board of directors of the company
3. Legality and compliance of the meeting:
The convening of this general meeting of shareholders complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents, business rules of Shenzhen Stock Exchange and the articles of association.
4. Time and date of the meeting:
(1) On site meeting time: 14:30 PM, Wednesday, March 23, 2022
(2) Online voting time: Wednesday, March 23, 2022
① The time for online voting through the trading system of Shenzhen stock exchange is:
Trading hours on March 23, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; ② The time of voting through the Internet voting system of Shenzhen stock exchange is:
Any time from 9:15 a.m. to 15:00 p.m. on March 23, 2022.
5. Convening method of the meeting:
The general meeting of shareholders was held by combining on-site voting and online voting.
(1) On site voting: shareholders attend the on-site meeting in person or authorize others to attend the on-site meeting by filling in the power of attorney.
(2) Online voting: the company will vote through 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 the shareholders of the company can exercise their voting rights through the above system during the online voting time.
(3) Voting rules: 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 valid voting result shall prevail.
6. Equity registration date of the meeting: Friday, March 18, 2022
7. Attendees:
(1) Ordinary shareholders or their agents who hold shares of the company on the equity registration date;
At the closing of the afternoon of the equity registration day, all ordinary shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders and may entrust an agent in writing to attend the meeting and vote. The agent of the shareholder does not need to 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:
Room 201, building 1, Shenzhen Jingquanhua Electronics Co.Ltd(002885) science and Technology Industrial Park, No. 10, Pingqiao Road, Pingdi street, Longgang District, Shenzhen.
2、 Matters considered at the meeting
(I) proposal code table of this general meeting of shareholders
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Cumulative voting proposal proposals 1, 2 and 3 are equal elections
1.00 proposal on the general election of non independent directors of the Fourth Board of directors of the company (6)
1.01 elect Mr. Zhang lipin as a non independent director of the Fourth Board of directors √
1.02 elect Mr. Qi Siming as a non independent director of the Fourth Board of directors √
1.03 elect Mr. Ju Wanjin as a non independent director of the Fourth Board of directors √
1.04 elect Mr. Wang Zhaohua as a non independent director of the Fourth Board of directors √
1.05 elect Mr. Li Zhangong as a non independent director of the Fourth Board of directors √
1.06 elect Mr. Zhang Liyang as a non independent director of the Fourth Board of directors √
2.00 proposal on the general election of independent directors of the Fourth Board of directors of the company (3)
2.01 elect Ms. Li Zhuoying as the independent director of the Fourth Board of directors √
2.02 elect Ms. Dong Xiuqin as an independent director of the Fourth Board of directors √
2.03 elect Mr. Hu Zongbo as the independent director of the Fourth Board of directors √
3.00 proposal on the general election of non employee representative supervisors of the Fourth Board of supervisors of the company (2)
3.01 elect Mr. He Shiping as the non employee representative supervisor of the Fourth Board of supervisors √
3.02 elect Mr. Xie Guangyuan as the non employee representative supervisor of the Fourth Board of supervisors √
Non cumulative voting
proposal
4.00 proposal on the remuneration scheme of the fourth directors and supervisors of the company √
(II) special instructions:
1. The above proposals 1, 2 and 4 have been deliberated and adopted at the 24th Meeting of the third board of directors of the company, and proposal 3 has been deliberated and adopted at the 21st Meeting of the third board of supervisors of the company. The specific contents of the proposal are detailed in the company’s cooperation information disclosure media cninfo (www.cn. Info. Com. CN.) on March 8, 2022 Announcement on the resolution of the 24th Meeting of the third board of directors (Announcement No.: 2022009), announcement on the resolution of the 21st Meeting of the third board of supervisors (Announcement No.: 2022010) and relevant announcements.
2. In accordance with the provisions of the rules for the general meeting of shareholders of listed companies and the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, in order to strengthen the rights and interests of small and medium-sized investors, all proposals of this general meeting of shareholders will adopt the voting of small and medium-sized investors, count the votes separately and disclose the voting results. Small and medium-sized investors refer to shareholders other than directors, supervisors, senior executives of listed companies and shareholders who individually or jointly hold more than 5% of the shares of listed companies.
The qualification and independence of independent director candidates shall be filed and reviewed by Shenzhen Stock Exchange, and the shareholders’ meeting can vote only after there is no objection.
3、 Meeting registration and other matters
1. Registration time: Tuesday, March 22, 2022, 9:00-11:30, 14:00-16:30. 2. Registration place: No. 10, Pingqiao Road, Pingdi street, Longgang District, Shenzhen Shenzhen Jingquanhua Electronics Co.Ltd(002885) science and Technology Industrial Park.
3. Registration method:
(1) Registration of corporate shareholders:
The legal representative or the agent entrusted by the legal representative shall attend the meeting.
If the legal representative attends the meeting, he shall go through the registration formalities with the shareholder account card (copy – with official seal), business license (copy – with official seal), certificate of legal representative (original – with official seal) and ID card (original / copy – with official seal);
If the legal representative entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the agent’s ID card (original / copy – official seal), power of attorney (Annex 2), shareholder account card (copy – official seal), business license (copy – official seal) and certificate of legal representative (original – official seal);
(2) Registration of natural person shareholders:
Natural person shareholders shall go through the registration procedures with their ID card (original / copy) and shareholder account card (copy);
If a natural person shareholder entrusts an agent, the agent shall go through the registration formalities with his / her ID card (original / copy), power of attorney (Annex 2), the client’s shareholder account card (copy) and the client’s ID card (copy);
(3) Registration of non local shareholders
The company does not accept telephone registration. Non local shareholders can register by written letter, e-mail or fax with the above (1) or (2) relevant certificates. Shareholders should carefully fill in the registration form of participating shareholders (Annex 3) for registration confirmation. Please send relevant information to the company before 17:00 on Tuesday, March 22, 2022.
(for those registered by letter, the mailing address is: the Secretary Office of Shenzhen Jingquanhua Electronics Co.Ltd(002885) science and Technology Industrial Park, No. 10, Pingqiao Road, Pingdi street, Longgang District, Shenzhen City, Guangdong Province, postal code: 518010. Please mark the words “general meeting of shareholders” on the envelope, subject to the delivery time of the mail.)
4. Note: shareholders (including shareholders’ agents) attending the on-site meeting shall carry the original of relevant certificates and go through the registration formalities at the venue half an hour before the meeting. Those who fail to make an appointment according to the registration method of the meeting are not allowed to attend. 5. Contact information:
Contacts: Xin guangbin, Cao Wenzhi, Feng Qian
Tel: 075527040133; Fax: 075529014723; mail box: [email protected]. 6. The on-site meeting of the general meeting of shareholders will last for half a day, and the board, accommodation and transportation expenses of the shareholders attending the meeting shall be borne by themselves. 7. During online voting, if the voting system encounters the impact of major emergencies, the process of this meeting shall be carried out according to the notice of that day.
4、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide shareholders with an online voting platform, and shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Please refer to Appendix 1 for the specific operation process of online voting.
5、 Documents for future reference
1. Resolutions of the board of directors signed and sealed by the directors attending the meeting;
2. The resolution of the board of supervisors signed by the attending supervisors and stamped with the seal of the board of supervisors;
3. Other documents required by Shenzhen Stock Exchange.
Shenzhen Jingquanhua Electronics Co.Ltd(002885) board of directors
Annex 1 of March 8, 2022: specific operation process of participating in online voting I. procedures of online voting
1. Voting code: 362885
2. Voting abbreviation: Jingquan voting
3. For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
4. Fill in the number of election votes
For cumulative voting proposals, shareholders (including shareholders’ proxies) of the company shall fill in the number of election votes cast for a candidate. Shareholders (including shareholders’ proxies) of the company shall vote within the limit of the number of election votes of each proposal group they have. If the number of election votes cast by shareholders (including shareholders’ proxies) exceeds the number of election votes they have, their election votes for the proposal group shall be deemed invalid. If you do not agree with a candidate, you can vote 0 for the candidate.
List of election votes for candidates under cumulative voting system
Fill in the number of election votes cast for candidates
Vote X1 for candidate a
Vote x2 for candidate B
… …
The total number of election votes held by the shareholder shall not exceed
An example of the number of election votes held by shareholders under each proposal group is as follows:
(1) Election of non independent directors (proposal 1, equal election, 6 persons to be elected) the number of voting votes owned by shareholders = the total number of voting shares represented by shareholders × 6. Shareholders can distribute the number of election votes among the six candidates for non independent directors arbitrarily, but the total number of votes shall not exceed the number of election votes they have.
(2) Election of independent directors (proposal 2, equal election, 3 persons to be elected) the number of voting votes owned by shareholders = the total number of voting shares represented by shareholders × three
