Securities code: 600850 securities abbreviation: Cetc Digital Technology Co.Ltd(600850) Announcement No.: 2021-086
Cetc Digital Technology Co.Ltd(600850)
Announcement on the extension of the third extraordinary general meeting of shareholders in 2021
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Important content tips:
Meeting time after postponement: January 28, 2022
Risk tip: this major asset restructuring still needs to go through relevant approval procedures, and there is still uncertainty about its smooth implementation. Please pay attention to the company’s subsequent announcements and pay attention to investment risks. 1、 Relevant information of the original shareholders’ meeting 1 Type and session of the original general meeting of shareholders the third extraordinary general meeting of shareholders in 2021
2. Date of the original shareholders’ meeting: December 30, 2021
3. Equity registration date of the original shareholders’ meeting
Stock class stock code stock abbreviation equity registration date
A shares 600850 Cetc Digital Technology Co.Ltd(600850) 2021 / 12 / 13
2、 Reasons for postponement of the general meeting of shareholders
In view of the company’s intention to acquire 100.00% equity of Shanghai baifei Electronic Technology Co., Ltd. (hereinafter referred to as “this transaction”) by issuing shares to purchase assets, the company originally planned to hold the third extraordinary general meeting of shareholders in 2021 on December 20, 2021 to consider the proposal on the company’s issuance of shares to purchase assets and related party transactions And other proposals related to this transaction. For details, see the notice on convening the third extraordinary general meeting of shareholders in 2021 (Announcement No.: 2021-082) disclosed on the website of Shanghai Stock Exchange on December 4, 2021.
On December 16, 2021, the company disclosed the announcement on the postponement of the third extraordinary general meeting of shareholders in 2021 (Announcement No.: 2021-085), and postponed the third extraordinary general meeting of shareholders in 2021 originally scheduled to be held on December 20, 2021 to December 30, 2021.
At present, the company is not expected to complete the relevant approval procedures before the date of the original general meeting of shareholders (i.e. December 30, 2021). The board of directors of the company decided to postpone the third extraordinary general meeting of shareholders in 2021 originally scheduled to be held on December 30, 2021 to January 28, 2022.
3、 Relevant information of the postponed shareholders’ meeting 1 Date and time of postponed site meeting
Date and time: 13:30, January 28, 2022
2. Starting and ending date and voting time of online voting after extension
Starting and ending time of online voting: from January 28, 2022
To January 28, 2022
The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders.
3. The equity registration date of the postponed shareholders’ meeting remains unchanged, and other relevant matters shall refer to the announcement published by the company on December 4, 2021 (Announcement No.: 2021-082).
4、 Risk tips
The major asset restructuring still needs to go through relevant approval procedures, and there is still uncertainty about its smooth implementation. Please pay attention to the company’s follow-up announcement and pay attention to investment risks. 5、 Other matters (I) the board, lodging and transportation expenses of shareholders and their agents attending the meeting shall be borne by themselves. （2） Contact information
Contact address: 19th floor, CETC information technology building, 127 Bailianjing Road, Pudong New Area, Shanghai
Contact person: Miao Shuya Tel.: 021 － 33390288
Cetc Digital Technology Co.Ltd(600850) board of directors December 30, 2021 Annex 1: power of attorney
Power of attorney
Cetc Digital Technology Co.Ltd(600850) ：
I hereby entrust Mr. (Ms.) to attend the third extraordinary general meeting of shareholders of your company in 2021 held on January 28, 2022 on behalf of my company (or myself) and exercise the voting right on my behalf. Number of ordinary shares held by the trustor: number of preferred shares held by the trustor: account number of the trustor’s shareholder:
No. name of non cumulative voting proposal agree against abstain
1. Notice on the company meeting the conditions for issuing shares to purchase assets
Proposal
2. Relevant regulations on the composition of assets purchased by the company through this issuance of shares
Proposal on joint venture transaction
3.00 on the purchase of assets by issuing shares and related party transactions
Proposal on Scheme
3.01 counterparty 3.02 underlying assets 3.03 pricing basis and transaction price of underlying assets 3.04 payment method 3.05 type and par value of issued shares 3.06 issuance method 3.07 issuance price and pricing basis 3.08 number of issued shares 3.09 share lock-in period 3.10 listing location 3.11 performance compensation arrangement 3.12 profit and loss during transition 3.13 arrangement of accumulated undistributed profits
3.14 transfer of subject assets and liability for breach of contract 3.15 validity period of resolution 4 re composition of assets purchased by the company through this issuance of shares
Proposal on large asset restructuring
5 about
< Cetc Digital Technology Co.Ltd(600850) 发 行股份购买资产暨关联交易报告书（草 案）>
And its abstract
6. Agreement on the entry into force of conditions
<关于中电科数 字技术股份有限公司发行股份购买资产协 议>
Proposal for
7. Agreement on the entry into force of conditions
<关于中电科数 字技术股份有限公司发行股份购买资产之 盈利预测补偿协议>
Proposal for
8. The assets purchased through this issuance of shares do not constitute
<上 市公司重大资产重组管理办法>
Article 13
Proposal on restructuring and listing
9. On the purchase of assets by issuing shares this time
<关于 规范上市公司重大资产重组若干问题的规 定>
Proposal stipulated in Article 4
10. On submitting to the general meeting of shareholders for approval of China Electronic Technology Collection
The 32nd Research Institute of the exemption company and its personnel acting in concert
Proposal on issuing an offer
11. There is no basis for relevant subjects of this transaction
<关 于加强与上市公司重大资产重组相关股票 异常交易监管的暂行规定>
Article 13 No
Participate in the discussion of material asset restructuring of any listed company
Case
12 about the company’s stock price fluctuation not reaching
<关于规 范上市公司信息披露及相关各方行为的通 知>
Article 5 proposal on explanation of relevant standards
13. On the independence of the appraisal institution, appraisal assumptions and preconditions
The rationality of the evaluation method and the correlation between the evaluation method and the evaluation purpose
And the proposal on evaluating the fairness of pricing
14 relevant regulations on Approving the purchase of assets by issuing shares this time
Discussion on audit report, review report and asset evaluation report
Case
15. Notice on the dilution of assets purchased by this issuance of shares
Proposal on filling measures and commitments reported
16. Proposal for the general meeting of shareholders to authorize the board of directors and the board of directors
The authorized person has full authority to handle the negotiation of matters related to this transaction
Case
17 legal procedures for the purchase of assets by issuing shares
Completeness and compliance of procedures and the of submitting legal documents
Proposal on effectiveness description
Signature (seal) of the trustor: signature of the trustee:
The ID number of the client: the ID number of the trustee:
Entrusted date: mm / DD / yy
Note: the trustor shall choose one of “agree”, “oppose” or “abstain” in the power of attorney and tick “√”. If the trustor does not give specific instructions in the power of attorney, the trustee has the right to vote according to its own wishes.
