Securities code: Zhejiang Yinlun Machinery Co.Ltd(002126) securities abbreviation: Zhejiang Yinlun Machinery Co.Ltd(002126) Announcement No.: 2022018 bond Code: 127037 bond abbreviation: Silver Round convertible bond
Zhejiang Yinlun Machinery Co.Ltd(002126)
Notice on convening the second 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 second 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 19th meeting of the eighth board of directors on March 9, 2022, deliberated and adopted the proposal on convening the second extraordinary general meeting of shareholders in 2022. The meeting was held in accordance 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: 14:00 PM, March 25, 2022
(2) Online voting time:
The time of online voting through the trading system of Shenzhen Stock Exchange: 9:15-9:25 am, 9:30-11:30 PM and 13:00-15:00 pm on March 25, 2022.
Time of voting through the Internet voting system of Shenzhen Stock Exchange: 9:15-15:00 on March 25, 2022. 5. The shareholders’ meeting shall be held in combination with on-site voting. 6. Equity registration date of the meeting: March 21, 2022.
7. Attendees:
(1) Ordinary shareholders or their agents who hold shares of the company on the equity registration date;
All ordinary shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited at the closing of the afternoon of the equity registration day have the right to attend the general meeting of shareholders, and can entrust an agent in writing to attend the meeting and vote. The shareholder agent does not have to be a shareholder of the company (see Annex 2 for the power of attorney).
(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. Meeting place: meeting room, 6th floor, building a, No. 8, Shifeng East Road, Fuxi street, Tiantai County, Zhejiang Province
2、 Matters considered at the meeting
The names and codes of the proposals submitted to the shareholders’ meeting for voting are as follows:
Table 1: proposal code of this shareholders’ meeting
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 about 2022 stock option incentive plan (Draft) and its summary √
Motion
2.00 management measures for the implementation and assessment of 2022 stock option incentive plan √
Motion
3.00 about requesting the general meeting of shareholders to authorize the board of directors to handle the company’s shares in 2022 √
Proposal on matters related to option incentive plan
The above proposal has been deliberated and adopted at the 19th meeting of the 8th board of directors and the 15th meeting of the 8th board of supervisors of the company. For the details of the proposal, see the company’s publication in securities times, Shanghai Securities News and cninfo.com on March 10, 2022（ http://www.cn.info.com.cn. ）Relevant announcements on.
The votes of the above proposals will be counted separately for 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 company).
The above proposals are non cumulative voting proposals and special resolutions, which shall be approved by more than 2 / 3 of the total number of effective voting shares held by shareholders (including shareholders’ proxies) attending the general meeting of shareholders.
Shareholders who are intended to be incentive objects or shareholders who are associated with the proposed incentive objects shall avoid voting on the above proposals.
3、 Meeting registration and other matters
1. Registration time: 8:00-11:30 a.m. and 13:00-17:00 p.m. on March 21, 2022.
2. Registration method:
(1) The legal representative or the agent entrusted by the legal representative shall attend the meeting. If the legal representative attends the meeting, he shall show his ID card, copy of business license (with official seal), shareholder account card and receipt (Annex 3); If the agent is entrusted to attend the meeting, the agent shall present his ID card, copy of business license (with official seal), written power of attorney issued by the legal representative of the legal shareholder unit (Annex 2), copy of the legal representative’s ID card, shareholder account card and receipt (Annex 3);
(2) Natural person shareholders shall go through the registration procedures with their ID card, shareholder account card and receipt (Annex 3); If a natural person entrusts another person to attend, the entrusted attendee must hold the power of attorney (Annex 2), his own ID card, a copy of the principal’s ID card, the principal’s shareholder account card and receipt (Annex 3);
(3) Non local shareholders can register by fax or e-mail (fax or send to the company before 17:00 p.m. on March 21, 2022), and telephone registration is not accepted.
3. Registered address: the office of the board of directors, 6th floor, building Zhejiang Yinlun Machinery Co.Ltd(002126) a, No. 8, Shifeng East Road, Fuxi street, Tiantai County, Zhejiang Province.
4. Meeting contact information:
Meeting contacts: Chen Min, Xu Lifen
Tel.: 057683938250
Fax: 057683938806
mail box: Zhejiang Yinlun Machinery Co.Ltd(002126) @yinlun.cn.
4、 Specific operation process of participating in online voting
Shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system (address: http://wltp.cn.info.com.cn. ）Please refer to Annex 1 for details of contents and formats that need to be explained when participating in online voting.
5、 Documents for future reference
Resolution of the 19th meeting of the 8th board of directors
Zhejiang Yinlun Machinery Co.Ltd(002126) board of directors
March 9, 2022
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code of common stock: 362126
2. Voting abbreviation: Silver Round voting
3. Fill in the voting opinions.
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 25, 2022, i.e. 9:15-9:25 a.m., 9:30-11:30 p.m., 13:00-15:00 p.m.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
III Procedures for voting through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting at 9:15-15:00 on March 25, 2022 (the day of the on-site shareholders’ meeting).
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.
Power of attorney
I hereby appoint Mr. / madam (ID number:).
I (unit) attended the second extraordinary general meeting of shareholders in Zhejiang Yinlun Machinery Co.Ltd(002126) 2022 and exercised voting rights on my behalf.
Signature (seal) of the client:
Client ID number / unified social credit Code:
Account number of the trustor’s shareholder: number of shares held by the trustor: shares
My (unit) voting opinions on various proposals of the extraordinary general meeting of shareholders are as follows:
Table 3 voting opinions on proposals of the general meeting of shareholders
Proposal code proposal name remarks
Agree against abstention
100 total proposals: all proposals except cumulative voting proposals
Non cumulative voting proposal
1.00 about 2022 stock option incentive plan (Draft) and its abstract
A motion to amend the Constitution
2.00 Management Office for the assessment of the implementation of 2022 stock option incentive plan
Bill on the law of the people’s Republic of China
3.00 about requesting the general meeting of shareholders to authorize the board of directors to handle the 2022 shares of the company
Proposal on matters related to the vote option incentive plan
Note: 1. This power of attorney is valid if it is cut, copied or self-made according to the above format. The validity period is from the signing date to the end of this shareholders’ meeting.
2. Please tick “√” under the selected voting opinions. If there is no clear voting instruction for the proposal of the shareholders’ meeting, it shall be deemed that the trustee is authorized to vote according to his own opinions.
Signature (or seal) of the trustee:
Signed on:
receipt
As of the afternoon closing of March 21, 2022 (equity registration date), our company (individual) holds Zhejiang Yinlun Machinery Co.Ltd(002126) shares and plans to attend the second extraordinary general meeting of shareholders in 2022.
Name of shareholder:
Shareholder’s securities account No.:
Number of shares held:
contact number:
Shareholder (signature / seal):
Note: shareholders who intend to attend the general meeting of shareholders should send this receipt to the company by fax or e-mail before 17:00 on March 21, 2022. This receipt is valid for newspaper clipping, copying or self-made according to the above format.
