Shanghai Zhezhong Group Co.Ltd(002346)
Notice on convening the 2021 annual general meeting of shareholders
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.
Shanghai Zhezhong Group Co.Ltd(002346) (hereinafter referred to as “the company”) the 16th meeting of the 4th board of directors
It is decided to convene the 2021 annual general meeting of shareholders of the company on March 31, 2022. The shareholders’ meeting adopted the following measures:
With the combination of on-site voting and online voting, the convening of this general meeting of shareholders meets the requirements of the people’s Republic of China
The company law of the people’s Republic of China and other laws, administrative regulations, departmental rules, normative documents and relevant provisions of the articles of association
Yes.
1、 Basic information of the meeting
(I) session of the general meeting of shareholders: 2021 annual general meeting of shareholders of the company
(II) convener: the board of directors of the company
(III) meeting time:
1. On site meeting time: 14:00 p.m. on Thursday, March 31, 2022.
2. Online voting time: the specific time of online voting through the trading system of Shenzhen Stock Exchange
It is the trading time on March 31, 2022, i.e. 9:15 ~ 9:25, 9:30 ~ 11:30 and 13:00 ~ 15:00; through
The starting time of online voting through the Internet voting system of Shenzhen stock exchange is March 31, 2022
9: 15. The ending time is 3:00 p.m. on March 31, 2022.
(IV) legality and compliance of the meeting: the meeting was held in accordance with relevant laws, administrative regulations, normative documents and the articles of association.
(V) convening method of the meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting
Hold.
(VI) equity registration date: Thursday, March 24, 2022
(VII) attendees:
1. As of the afternoon of March 24, 2022, after the closing of the market, it will be in Shenzhen of China Securities Depository and Clearing Co., Ltd
All shareholders of the company registered in the branch company have the right to attend and vote at the meeting, and cannot attend the meeting in person for some reason
A shareholder attending the meeting may entrust a proxy to attend and vote on his behalf (the form of power of attorney is attached), and the proxy need not be a shareholder of the company.
2. Directors, supervisors and senior managers of the company.
3. Witness lawyer employed by the company
4. Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
(VIII) venue of the on-site meeting: No. 368 Canggong Road, Fengxian District, Shanghai
No. proposal name
1 proposal on the report of the board of directors in 2021 2 proposal on the report of the board of supervisors in 2021 3 proposal on the financial statement report in 2021 4 proposal on the annual report and summary in 2021 5 proposal on the annual profit distribution plan in 2021 6 compensation plan for directors, supervisors and senior executives in 2021 7 Proposal on using self owned funds for securities investment 8 proposal on financial assistance provided by controlling shareholders to the company free of charge 9 proposal on supplementary consideration of related party transactions
According to the requirements of the rules for the general meeting of shareholders of listed companies, when the general meeting of shareholders deliberates on major matters affecting the interests of small and medium-sized investors, the votes of small and medium-sized investors shall be counted separately, and the results of the separate vote counting shall be disclosed in a timely manner. Therefore, the votes of small and medium-sized investors will be counted separately for the fifth to ninth proposals considered at this meeting, and the results of the separate vote counting will be publicly disclosed.
The proposal of the 10th and 16th board of directors of the company has been published on www.cninfo.com and the proposal of the 4th meeting of the 16th board of directors of the company in October 2023. For details, please refer to the deliberation procedures of the 10th and 16th board of directors of the securities times info. com. cn. Relevant announcements on. Independent directors will report on their work in 2021 at the general meeting of shareholders. 3、 Proposal code
remarks
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 the report of the board of directors in 2021 √
2.00 proposal on the report of the board of supervisors in 2021 √
3.00 proposal on financial final accounts report in 2021 √
4.00 proposal on 2021 annual report and summary √
5.00 proposal on 2021 annual profit distribution plan √
6.00 remuneration plan for directors, supervisors and senior executives in 2021 √
7.00 proposal on securities investment with self owned funds √
8.00 proposal on financial assistance provided by controlling shareholders to the company free of charge √
9.00 proposal on supplementary consideration of connected transactions √
4、 Meeting registration method (I) registration time: 9:00-11:00 a.m. on Monday, March 28, 2022; 14:00 ~ 16:00 PM. （2） Registration place: No. 368 (III), Canggong Road, Fengxian District, Shanghai registration method:
1. Registration of corporate shareholders: if the legal representative of a corporate shareholder is present, the registration shall be handled on the strength of his own ID card, identity certificate or power of attorney of the legal representative, copy of the business license of the corporate unit (with official seal affixed) and securities account card; If a legal person shareholder entrusts an agent to attend, it shall also hold the power of attorney of the legal person and the ID card of the attendee.
2. Individual shareholder registration: if a natural person shareholder attends in person, he / she shall register with his / her ID card and securities account card; If an agent is entrusted to attend, he must also hold the power of attorney and the ID card of the attendee.
3. Registration of margin trading shareholders: according to the measures for the administration of margin trading business of securities companies and the detailed rules for the implementation of margin trading registration and settlement business of China Securities Depository and Clearing Co., Ltd., the shares of the company involved in the margin trading business of investors shall be entrusted by the securities company and held in the name of the securities company, Registered in the register of shareholders of the company. The voting rights of relevant stocks shall be exercised by the entrusted securities company for the interests of investors in the name of the securities company under the condition of seeking the opinions of investors in advance. Therefore, if the shareholders participating in the margin trading business need to attend the general meeting of shareholders, they must provide their own ID card, the written power of attorney issued by the legal representative of the entrusted securities company according to law, and the copy of the relevant shareholder account card of the entrusted securities company to go through the registration procedures.
4. Shareholders can register by on-site, letter or fax (the registration time shall be subject to the time of receiving the fax or letter). For fax registration, please send a fax and confirm by telephone.
5. Contact information of conference affairs:
Contact address: No. 368 Canggong Road, Fengxian District, Shanghai Postal Code: 201424
Contact: Tian Yi, Li Lichuan
Tel.: 02157403737 Fax: 02157401222
6. The meeting lasted half a day. The transportation, accommodation and other expenses of shareholders attending the meeting shall be borne by themselves. 5、 Specific operation process of participating in online voting
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. ）Vote. (see Annex 1 for specific operation procedures involved in online voting) VI. documents for future reference
1. Resolutions of the 16th meeting of the 4th board of directors;
2. Resolutions of the 10th meeting of the 4th board of supervisors;
3. Other documents required by SZSE.
Shanghai Zhezhong Group Co.Ltd(002346) board of directors March 9, 2002
Annex 1:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 362346
2. Voting abbreviation: “Zhezhong voting”
3. Fill in the number of voting opinions or election votes
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
4. When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals except the cumulative voting proposal.
When shareholders vote repeatedly on the general proposal and specific proposal, the first valid vote shall prevail. If the shareholder votes on the specific proposal first and then on the general proposal, the voting opinion of the specific proposal that has been voted shall prevail, and the voting opinion of the general proposal shall prevail for other proposals that have not been voted; If the general proposal is voted first and then the specific proposal is voted, the voting opinion of the general proposal shall prevail.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: trading time on March 31, 2022, i.e. 9:15 ~ 9:25, 9:30 ~ 11:30 and 13:00 ~ 15:00.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
3、 Voting procedures through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting at 9:15 a.m. on March 31, 2022 and ends at 3:00 p.m. on March 31, 2022.
2. For online voting through the Internet voting system, shareholders need to handle identity authentication in accordance with the provisions of the guidelines for online investor service identity authentication business of Shenzhen Stock Exchange (revised in 2016) and obtain the “Shenzhen stock exchange digital certificate” or “Shenzhen Stock Exchange investor service password”. The specific identity authentication process can log in to the Internet voting system http://wltp.cn.info.com.cn. Refer to the rule guidance column.
3. Shareholders can log in according to the service password or digital certificate obtained http://wltp.cn.info.com.cn. Vote through the Internet voting system of Shenzhen Stock Exchange within the specified time.
Annex 2: power of attorney
Shanghai Zhezhong Group Co.Ltd(002346)
Power of attorney for 2021 annual general meeting
I hereby authorize Mr. / Ms. to attend Shanghai Zhezhong group on behalf of me (or my unit)
The 2021 annual general meeting of shareholders of a joint stock limited company and exercise voting rights on its behalf. The trustee has the right to act in accordance with this authorization
According to the instructions of the power of attorney, vote on the proposals considered at the meeting, and sign on behalf of the meeting
Relevant documents to be signed. If there is no clear voting instruction, the trustee is authorized to vote according to his own opinion.
Name of the client (seal / signature):
Client’s business license / ID number:
Number of shares held by the client:
Account number of the principal’s shareholder:
Name of the entrusted party (seal / signature):
The ID number of the principal is:
Validity period of power of attorney: date of issue:
(Note: for non cumulative voting proposals, please fill in “√” in the space of “agree” or “disagree” or “abstain” in the column of voting opinions
number. Voters can only express one opinion of “agree”, “disagree” or “abstain”, alter or fill in other symbols, and choose more or no
(the vote of the is invalid and will be treated as abstention.)
My (or my unit’s) voting opinions on the proposals considered at the meeting are as follows:
Tick the name of the proposal in the remarks column of the proposal
You can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on the report of the board of directors in 2021 √
2.00 proposal on the report of the board of supervisors in 2021 √
3.00 financial statements for 2021
