Securities code: Monalisa Group Co.Ltd(002918) securities abbreviation: Monalisa Group Co.Ltd(002918) Announcement No.: 2022020 bond Code: 127044 bond abbreviation: Mona convertible bond
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.
Monalisa Group Co.Ltd(002918) (hereinafter referred to as “the company”) held the 12th meeting of the third board of directors on March 8, 2022. The board of directors decided to hold the first extraordinary general meeting of shareholders in 2022 (hereinafter referred to as “the meeting” or “the general meeting of shareholders”) by combining on-site voting and online voting. The relevant information of the meeting is hereby 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 company held the 12th meeting of the third board of directors on March 8, 2022 and deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022. The convening of this general meeting of shareholders complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
4. Date and time of the meeting:
(1) On site meeting time: 14:30 PM, Thursday, March 24, 2022
(2) Online voting time:
① 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.
② The starting 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 24, 2022.
5. Meeting method: the shareholders’ meeting is held by combining on-site voting and online voting.
(1) On site voting: shareholders attend the on-site meeting in person or entrust others to attend the on-site meeting through authorization;
(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 shareholders can exercise their voting rights through the above system during the above online voting time. The same voting right can only choose one of on-site voting and online voting. Online voting includes two voting methods: Shenzhen stock exchange system and Internet system. Only one of them can be selected for the same voting right. In case of repeated voting, the voting result shall be subject to the first valid voting.
6. Equity registration date of the meeting: Friday, March 18, 2022
7. Attendees:
(1) Shareholders holding shares of the company or their agents on the equity registration date
The equity registration date of this shareholders’ meeting is March 18, 2022. At the closing of the afternoon of the equity registration date, all shareholders of the company registered in China Clearing Shenzhen Branch have the right to attend the shareholders’ meeting. Shareholders who are unable to attend the meeting may entrust an agent in writing to attend the general meeting of shareholders (see Annex 1 for the power of attorney), and the agent 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. Site meeting place:
Conference room of Athens college, second floor, company office building, Taiping Industrial Zone, Xiqiao Town, Nanhai District, Foshan City.
2、 Matters considered at the meeting
1. Proposal and coding table of this shareholders’ meeting
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on applying for comprehensive credit line from banks in 2022 √
2.00 proposal on the prediction of external guarantee amount in 2022 √
3.00 proposal on carrying out factoring business of accounts receivable √
4.00 proposal on changing the registered capital and amending the articles of association √
2. Disclosure of proposals
The above proposal has been deliberated and approved at the 12th meeting of the third board of directors of the company. For details, please refer to the company’s announcement on China Securities News, securities times and cninfo (www.cn. Info. Com. CN) on March 9, 2022 Announcement on the resolutions of the 12th meeting of the third board of directors.
3. Special tips
(1) Proposal 2 and proposal 4 are special resolutions, which shall be adopted by more than two-thirds of the voting rights held by the shareholders attending the meeting.
(2) According to the relevant provisions of the guidelines for self regulation of listed companies No. 1 – standardized operation of listed companies on the main board and other relevant provisions, the above proposal involves major matters affecting the interests of small and medium-sized investors. The company will vote on small and medium-sized investors separately, and the results of separate vote counting will be disclosed in a timely manner.
3、 Meeting registration items
1. Attendance registration method:
(1) Individual shareholders who meet the conditions for attendance shall hold their own ID card or other valid certificates or certificates that can indicate their identity and stock account card; If an agent is entrusted to attend the meeting, he / she shall show his / her valid ID card, power of attorney of the shareholder and the principal’s stock account card.
(2) Legal person shareholders and legal representatives who meet the conditions to attend the meeting shall present their ID cards, valid certificates that can prove their qualification as legal representatives and stock account cards; If an agent is entrusted to attend the meeting, the agent shall show his ID card, the written power of attorney issued by the legal representative of the legal person shareholder unit according to law, the copy of the business license stamped with the official seal of the principal, and the stock account card of the principal.
(3) A copy of the above registration materials shall be provided, the copy of personal materials shall be signed by the individual, and the copy of registration materials of corporate shareholders shall be stamped with the official seal of the company. Shareholders who intend to attend the meeting shall deliver the above materials and the registration form of shareholders attending the general meeting of shareholders (see Annex 2) to the company by hand, letter or fax.
2. Registration time:
(1) On site registration time: 9:30-11:30 a.m. on Wednesday, March 23, 2022; 13:00-15:00 PM. (2) If the registration is made by letter or fax, it shall be delivered or faxed to the Securities Department of the company before 15:00 p.m. on March 23, 2022, and the letter shall be marked with the words “the first extraordinary general meeting of shareholders in 2022”.
3. Place of registration:
Conference room of Athens college, second floor, company office building, Taiping Industrial Zone, Xiqiao Town, Nanhai District, Foshan
4. On site meeting contact information
Contact: Luo Minzhi
Tel: 075781896639 Fax: 075781896639
5. Telephone registration is not accepted for this meeting. Shareholders and shareholders’ agents attending the on-site meeting must go through the registration formalities at the site half an hour before the meeting, and bring the original of relevant certificates to sign in.
5、 Specific operation process of participating in online voting
Shareholders can vote through the trading system of Shenzhen Stock Exchange and the Internet voting system (website: http://wltp.cn.info.com.cn. ）See Annex 3 for the specific operation process of online voting.
6、 Other matters
1. It is expected that the duration of this on-site meeting will not exceed one day, and the accommodation, transportation and other relevant expenses of the participants will be borne by themselves.
2. During online voting, if the voting system is affected by major emergencies, the process of this shareholders’ meeting shall be carried out according to the notice of the same day.
7、 Documents for future reference
1. Monalisa Group Co.Ltd(002918) the resolution of the 12th meeting of the third board of directors.
Annex 1: power of attorney Annex 2: registration form of shareholders attending the general meeting Annex 3: specific operation process of online voting is hereby announced.
Monalisa Group Co.Ltd(002918) board of directors March 9, 2022
Monalisa Group Co.Ltd(002918)
Power of attorney of the first extraordinary general meeting of shareholders in 2022
I hereby entrust (Mr. / Ms.) to attend the first extraordinary general meeting of shareholders in Monalisa Group Co.Ltd(002918) 2022 on behalf of the company / myself, to exercise the voting right on behalf of the company / me on all proposals considered at the meeting in accordance with the instructions of this power of attorney, and to sign the relevant documents to be signed at the general meeting of shareholders on behalf of the company / me.
The voting opinions of the company / myself on the proposal of the general meeting of shareholders are as follows:
The ticked column of the proposal can be coded with voting opinions. The name of the proposal is based on the right of voting and anti rejection
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on applying for comprehensive credit line from banks in 2022 √
2.00 proposal on the prediction of external guarantee amount in 2022 √
3.00 proposal on carrying out factoring business of accounts receivable √
4.00 proposal on changing the registered capital and amending the articles of association √
Signature of the client (or seal): the business license / ID number of the client: the number of the principal’s holding: the signature of the trustee: the ID number of the trustee:
Date of authorization: duration 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 scope of authorization shall indicate whether to vote for, against or abstain from voting on each item listed in the agenda of the general meeting of shareholders. If you want to vote for the proposal, please fill in “√” in the corresponding place in the “agree” column; If you want to vote against the proposal, please fill in “√” in the corresponding place in the “against” column; If you want to abstain from voting, please fill in “√” in the corresponding place in the “abstaining” column. If the shareholder does not give specific instructions, the shareholder’s agent can vote according to his own will; 3. If the client is a unit, it shall be stamped with the official seal of the unit and signed by the legal representative. If the client is a natural person, it shall be signed by the client.
Monalisa Group Co.Ltd(002918)
Register of shareholders attending the first extraordinary general meeting of shareholders in 2022
Name / method of individual shareholder
Name of shareholder
Contact address of shareholders
ID number / business
License number
Number of shares held and account number of shareholders
Is the name of the person attending the meeting entrusted
Name of agent ID card of agent
number
Shareholder telephone agent telephone
Signature of shareholder (legal person share)
East (seal):
Specific operation process of online voting
1、 Procedures for online voting
