Securities code: Dayu Water-Saving Group Co.Ltd(300021) securities abbreviation: Dayu Water-Saving Group Co.Ltd(300021) Announcement No.: 2022035 bond Code: 123063 bond abbreviation: Dayu convertible bond
Dayu Water-Saving Group Co.Ltd(300021)
Notice on convening the first extraordinary general meeting of shareholders in 2022
The company and all members of its board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Dayu Water-Saving Group Co.Ltd(300021) (hereinafter referred to as “the company”) decided at the 62nd (Interim) meeting of the 5th board of directors to convene the company’s first extraordinary general meeting of shareholders in 2022 on March 24, 2022. The relevant matters of the meeting are notified as follows:
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 relevant laws, administrative regulations, departmental rules, normative documents, articles of association and other relevant provisions.
4. Meeting time:
(1) On site meeting time: 14:00 PM, Thursday, March 24, 2022
(2) Online voting time: March 24, 2022
Among them, the 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 March 24, 2022; The time for online voting through the Internet voting system of Shenzhen stock exchange is 09:15-15:00 on March 24, 2022.
5. Meeting mode: the combination of on-site voting and online voting is adopted.
(1) On site voting: shareholders attend the on-site meeting in person or entrust others to attend the on-site meeting through a power of attorney; (2) Online voting: the general meeting of shareholders passed the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Provide online voting platform for all shareholders. Shareholders of the company registered on the equity registration date can exercise their voting rights through the above system during online voting time.
Shareholders of the company can only choose one of the above voting methods. In case of repeated voting of the same voting right, the first valid voting result shall prevail.
6. Equity registration date: Thursday, March 17, 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: No. 290 Jiefang Road, Suzhou District, Jiuquan City, Gansu Province (company conference room)
2、 The meeting deliberated on the proposal
1. Deliberating the proposal on repurchasing and canceling some restricted stocks in the 2021 restricted stock incentive plan; 2. Review the proposal on the proposed change of the company’s registered capital and the amendment of the corresponding provisions of the articles of Association; explain:
1. The above proposal has been deliberated and adopted at the 62nd (Interim) meeting of the 5th board of directors and the 40th (Interim) meeting of the 5th board of supervisors. For details, please refer to the company’s disclosure on the gem information disclosure website designated by the CSRC on the same day（ http://www.cn.info.com.cn. ）Relevant announcements on. 2. The above proposal is a special resolution, which shall be adopted by more than 2 / 3 of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
3. According to the requirements of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the above proposal will separately count and disclose the votes of small and medium-sized investors (small and medium-sized investors refer to other shareholders except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the listed company).
4. Shareholders who individually or jointly hold more than 3% of the shares of the company may submit the interim proposal in writing to the board of directors of the company 10 days before the meeting.
3、 Proposal code
Example table of proposal code of this shareholders’ meeting:
Remarks on proposal preparation
The ticked column of proposal name can vote
100 total proposals: all proposals except cumulative voting proposals √
1.00 proposal on repurchasing and canceling some restricted shares in the 2021 restricted stock incentive plan √
2.00 proposal on proposed change of the company’s registered capital and amendment of the corresponding provisions of the articles of association √
4、 Meeting registration measures
1. Registration method
(1) A copy of the shareholder’s certificate of identity and the shareholder’s account registration certificate with the official seal shall be affixed; If a legal person shareholder entrusts an agent, it shall go through the registration formalities with the agent’s ID card, a copy of the business license stamped with the official seal, the power of attorney and the client’s shareholder account card; (2) Natural person shareholders shall go through the registration procedures with their own ID card and shareholder account card; If a natural person shareholder entrusts an agent, it shall go through the registration formalities with the agent’s ID card, power of attorney, the principal’s shareholder account card and ID card;
(3) Non local shareholders can register by letter or fax. Shareholders should carefully fill in the registration form of shareholders’ participation (Annex I) for registration confirmation. The fax will be sent to the Securities Department of Dayu water saving Group Co., Ltd. before 17:00 on March 23, 2022. Please send the letter to: No. 290 Jiefang Road, Suzhou District, Jiuquan City, Gansu Province (please indicate the words “shareholders’ meeting” on the envelope).
2. On site registration time: 9:00 to 11:30 a.m. and 14:30 to 17:30 p.m. on Wednesday, March 23, 2022.
3. Site registration location: No. 290, Jiefang Road, Suzhou District, Jiuquan City, Gansu Province
4. Precautions:
Shareholders and 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.
5、 Operation process of online voting
At this shareholders’ meeting, the company will provide shareholders with an online voting platform. Shareholders can vote through the trading system and Internet of Shenzhen Stock Exchange. See Annex III for the operation process of online voting.
6、 Other matters
1. Meeting contact information:
Tel: 02259679306
Fax No.: 02259679301
Contact: he Yunwen
Contact address: No. 290 Jiefang Road, Suzhou District, Jiuquan City, Gansu Province
2. The general meeting of shareholders is an on-site meeting, which lasts for half a day. The board, lodging and transportation expenses of the participants shall be borne by themselves.
7、 List of documents for future reference 1. Resolutions of the 62nd (Interim) meeting of the Fifth Board of directors. 2. Resolutions of the 40th (Interim) meeting of the 5th board of supervisors.
Dayu Water-Saving Group Co.Ltd(300021) board of directors March 9, 2022
enclosure:
1. Registration form of shareholders’ Participation
2. Power of attorney
3. Online voting operation process
Annex I
Dayu Water-Saving Group Co.Ltd(300021)
Registration form of shareholders’ Participation
Name / company name ID number / business executive
Weighing number
Number of shares held by shareholder account
Contact number e-mail
Contact address zip code
Whether to refer to the remarks in person
meeting
Annex II
Power of attorney
I hereby authorize Mr. / Ms. to attend the first extraordinary general meeting of shareholders of Dayu Water-Saving Group Co.Ltd(300021) Group Co., Ltd. in 2022 on behalf of me (the company) and exercise voting rights on behalf of me (the company). Voting instructions: (Note: in each ballot column, “agree” is indicated by “√”; oppose “is indicated by” √ ““ ×” express; Waiver is indicated by “○”; Failure to fill in means waiver. (in the absence of clear instructions, the proxy may vote by himself.)
The proposal comments are the same as the de revoking code. The right to vote can be checked in the column of proposal name
100 total proposals: all proposals except cumulative voting proposals √
1.00 partial restrictions on repurchase and cancellation of 2021 restricted stock incentive plan √
Proposal on the of non tradable shares
2.00 relevant articles of the on the proposed change of the company’s registered capital and amendment of the articles of association √
The proposal of paragraph
Name and seal of entrusted shareholder:
ID card or business license number:
Number of shares held by entrusted shareholders:
Stock account number of the client:
Signature of trustee:
The ID number of the trustee:
Date of authorization: Note: 1. The validity of this authorization: from the date of signing this power of attorney to the end of this shareholders’ meeting; 2. The entrustment of the unit shall be stamped with the official seal of the unit; 3. A copy of the power of attorney or self-made in the above format is valid.
Annex III:
Online voting operation process
At this shareholders’ meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system (address: http://wltp.cn.info.com.cn. ）To participate in the voting, the relevant matters of online voting are explained as follows:
1、 Procedures for online voting
1. Voting code: 350021
2. Voting abbreviation: Dayu voting.
3. Fill in voting opinions
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
For cumulative voting proposals, fill in the number of election votes cast for a candidate. The shareholders of a listed 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 exceeds the number of election votes they have, or if the number of votes cast in the differential election exceeds the number of candidates, their election votes cast by 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
The number of voting votes held by shareholders = the total number of voting shares represented by shareholders × seven
Shareholders can limit the number of election votes they have to seven independent directors
