Securities abbreviation: Poly Union Chemical Holding Group Co.Ltd(002037) securities code: Poly Union Chemical Holding Group Co.Ltd(002037) Announcement No.: 202215 Poly Union Chemical Holding Group Co.Ltd(002037)
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.
According to the company law of the people’s Republic of China and the Poly Union Chemical Holding Group Co.Ltd(002037) articles of association, the board of directors of Poly Union Chemical Holding Group Co.Ltd(002037) (hereinafter referred to as “the company”) is scheduled to hold the second extraordinary general meeting of shareholders in 2022 on Wednesday, March 16, 2022. The specific matters are as follows:
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 meeting: the board of directors of the company. After deliberation at the 18th meeting of the 6th board of directors, it was decided to convene the meeting. 3. Legality and compliance of the meeting: the convening procedures of the general meeting of shareholders comply with the provisions of the company law of the people’s Republic of China, the rules for the general meeting of shareholders of listed companies and other relevant laws, administrative regulations, departmental rules, normative documents and the Poly Union Chemical Holding Group Co.Ltd(002037) articles of association.
4. Date and time of the meeting
(1) Date and time of on-site meeting: 9:30 a.m. on Wednesday, March 16, 2022. (2) Online voting time: the online voting time through the trading system of Shenzhen stock exchange is 9:15 ~ 9:25, 9:30 ~ 11:30 and 13:00 ~ 15:00 on March 16, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on March 16, 2022.
5. Equity registration date: Thursday, March 10, 2022
6. Participants
(1) As of the afternoon of the equity registration date (March 10, 2022), after the closing of the transaction, the shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend and vote at the general meeting of shareholders in the form of announcement of this notice; Shareholders who cannot attend the meeting in person may authorize others to attend on their behalf (the authorized person does not need to be a shareholder of the company, and the form of power of attorney is attached), or participate in online voting during online voting time.
(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.
7. Way of attending the meeting: the 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 a power of attorney.
(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 online voting platform for all shareholders, and shareholders can exercise their voting rights through the above system during online voting time.
(3) Shareholders of the company shall choose one of on-site voting or online voting. In case of repeated voting of the same voting right, the first voting result shall prevail.
8. Venue of the on-site meeting: conference room on the second floor of jiulianhua building, No. 213, Baoshan North Road, Guiyang City, Guizhou Province. 2、 Matters considered at the meeting
(I) name of proposal
1. Proposal on the compensation of shares to be compensated by the performance commitment compensation obligor of directional repurchase;
2. Proposal on the special report on the use of the company’s previously raised funds (issuing shares to buy assets); 3. Proposal on Amending the articles of Association;
4. Proposal on requesting the general meeting of shareholders to authorize the board of directors of the company to fully handle matters related to share repurchase, cancellation and industrial and commercial changes.
Relevant instructions:
1. The above proposals 1-4 have been deliberated and adopted at the 18th meeting of the 6th board of directors, and proposals 1 and 2 have been deliberated and adopted at the 15th meeting of the 6th board of supervisors. For details, please refer to China Securities Journal, securities times and cninfo (www.cn. Info. Com. CN.) Relevant announcements disclosed on.
The voting results of the above-mentioned small and medium-sized investors will be listed in 1-2 separate voting announcements. Small and medium-sized investors refer to shareholders other than the following shareholders: ① directors, supervisors and senior managers holding shares of listed companies; ② Shareholders who individually or jointly hold more than 5% of the shares of the listed company. 3. Proposals 1, 2 and 3 are special resolutions, which shall take effect only after more than 2 / 3 of the voting rights held by shareholders (including shareholders’ agents) attending the general meeting of shareholders are passed. The fourth proposal is an ordinary voting matter, which takes effect after being passed by more than 1 / 2 of the total number of effective voting shares held by shareholders (including shareholders’ agents) attending the general meeting of shareholders.
4. Proposals involving related shareholders’ withdrawal from voting: proposal 1.
Names of related shareholders who should avoid voting: Poly Jiulian Holding Group Co., Ltd., Guizhou Panjiang chemical (Group) Co., Ltd., Guizhou Wujiang Energy Investment Co., Ltd., Wengfu (Group) Co., Ltd. and Shandong Yinguang Chemical Group Co., Ltd.
3、 Proposal code table of this shareholders’ meeting (Table 1)
Proposal code proposal name remarks (the column checked in this column can vote)
100 total proposals (all proposals) √
Non cumulative voting motion
1.00 proposal on directional repurchase of shares to be compensated by performance commitment compensation obligors √
2.00 about the use of the company’s previously raised funds (issuing shares to purchase assets) √
Proposal of special report
3.00 proposal on Amending the articles of association √
4.00 on submitting to the general meeting of shareholders to authorize the board of directors of the company to handle share repurchase with full power note √
Proposals on sales and industrial and commercial changes
4、 Meeting registration measures
(I) registration method
Shareholders and entrusted agents who intend to attend the on-site meeting should register at the Securities Department of the company from 9:00 to 11:30 and 14:00 to 16:30 on March 11, 2022. Non local shareholders can register at the above time by mail or letter. The mail or letter shall be subject to the time of arrival at the company, and please confirm by telephone.
1. The legal person shareholder shall go through the registration formalities on the strength of the copy of the business license (stamped with the official seal), the shareholding certificate, the power of attorney of the legal person and the original ID card of the attendee.
2. Natural person shareholders shall go through the registration procedures with their own ID card, shareholder account card, shareholding certificate, etc.
3. The entrusted agent shall go through the registration procedures with the original ID card, power of attorney, the principal’s securities account card and shareholding certificate.
4. This general meeting of shareholders will not accept telephone registration.
(II) registration place and mailing address:
Poly Union Chemical Holding Group Co.Ltd(002037) securities department, please indicate the words “general meeting of shareholders” on the letter; Mailing address: 8th floor, jiulianhua building, No. 213, Baoshan North Road, Guiyang, Guizhou; Post code: 550000; Tel: 085186748121 / 86751504. Email: [email protected].
(III) precautions: the shareholders’ meeting does not accept on-site registration on the day of the meeting. 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、 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. ）See Annex I for the specific operation process of online voting. 6、 Other matters
1. Contact information
Contact: Wang Ling, Li Maowei Tel: 085186751504, 86748121 Fax: 0851867481212. The meeting will last for one day, and the shareholders attending the meeting will bear their own accommodation and transportation expenses. 3. If there are other matters not covered, it shall be notified separately. 7、 Documents for future reference 1. Resolutions of the 18th meeting of the 6th board of directors of the company; 2. Resolution of the 15th meeting of the 6th board of supervisors of the company. It is hereby announced. Annex I: specific operation process of online voting Annex II: power of attorney Annex III: registration form of shareholders participating in the meeting
Poly Union Chemical Holding Group Co.Ltd(002037) board of directors February 28, 2022 Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. The voting code is “362037”, and the voting is abbreviated as “PICC voting”.
2. Fill in the voting opinions or election votes.
The proposals of this shareholders’ meeting are non cumulative voting proposals, and the voting opinions are filled in: agree, disagree and abstain. 3. When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals considered at this meeting. 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 16, 2022, i.e. 9:15 ~ 9:25, 9:30 ~ 11:30, 13:00 ~ 15:00.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
3、 Procedures for voting through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system will start voting at any time from 9:15 to 15:00 on March 16, 2022.
2. When shareholders vote online through the Internet voting system, they need to handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investors’ network services of Shenzhen Stock Exchange, 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 II:
Poly Union Chemical Holding Group Co.Ltd(002037)
Power of attorney for the second extraordinary general meeting of shareholders in 2022
I hereby authorize Mr. (Ms.) to attend the second extraordinary general meeting of shareholders of Poly Union Chemical Holding Group Co.Ltd(002037) 2022 held on March 16, 2022 on behalf of the company (myself), and vote on the following proposals on behalf of me in accordance with the following instructions. If the trustor has no clear instruction, the trustee can vote according to its own will.
Remarks (the column is marked with voting opinions)
The column ticked by the name of the proposal can be
(by vote) agree against abstention
100 total proposals (all proposals) √
Non cumulative voting motion
1.00 as for the performance commitment of directional repurchase, the compensation obligor shall make up √
Proposal to repay shares
2.00 about the use of the company’s previously raised funds (issuing shares √)
Proposal on special report on purchase of assets
3.00 proposal on Amending the articles of association √
The board of directors shall be fully authorized by the general meeting of shareholders
4.00 handling share repurchase, cancellation and industrial and commercial change √
Motion on item
Note: (1) when voting on non cumulative voting proposals, please tick “√” under the corresponding voting opinions of the corresponding proposals; For the same proposal, if you choose two or more options under the three options of “agree”, “oppose” and “abstain”, it will be treated as invalid; (2) If the trustor fails to give any voting instruction, the trustee may vote at his own will. (3) The newspaper clippings and copies of this power of attorney or self-made according to the above forms are valid.
Validity period of the power of attorney: from the signing date to the end of the shareholders’ meeting.
Name of the client (signature and seal):
Client ID number (Unified Social Credit Code):
Number of shares held by the client:
Client’s shareholder account:
The ID number of the trustee:
Signature of trustee:
Entrustment date: Note: 1. The power of attorney is valid if it is copied or self-made in the above format;
