Securities code: 002513 securities abbreviation: Jiangsu Lanfeng Bio-Chemical Co.Ltd(002513) No.: 2022-003 Jiangsu Lanfeng Bio-Chemical Co.Ltd(002513)
Notice of the first extraordinary general meeting of shareholders in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions.
1、 Basic information of the meeting
1. Name of the general meeting of shareholders: the first extraordinary general meeting of shareholders in 2022;
2. Convener: the convening of this general meeting of shareholders is deliberated and approved by the 8th meeting of the 6th board of directors of the company and convened by the board of directors of the company;
3. The proposal on convening the first extraordinary general meeting of the company in 2022 was deliberated and adopted at the 8th meeting of the 6th board of directors of the company. The convening of this general meeting of shareholders complies with relevant laws, administrative regulations, departmental rules, normative documents and the articles of Association;
4. Time of meeting
On site meeting time: 14:00 p.m. on Tuesday, January 18, 2022;
Online voting time: January 18, 2022; Among them, the specific 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 January 18, 2022; The 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 January 18, 2022;
5. Meeting mode: the combination of 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 (see Annex 2 for details).
(2) The company will use the trading system and Internet voting system of Shenzhen Stock Exchange( http://wltp.cn.info.com..cn. )Provide the shareholders of the company with a voting platform in the form of network, and the shareholders of tradable shares can exercise their voting rights through the above system during the online voting time;
If the same share is repeatedly voted through any two or more ways, including on-site voting, trading system and Internet voting system, the first valid voting result shall prevail.
6. Equity registration date: Thursday, January 13, 2022;
7. Attendees:
(1) Ordinary shareholders or their agents holding shares of the company on the equity registration date;
At the closing of the market in the afternoon of the equity registration date, the shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders, and can entrust an agent to attend and vote in writing. The shareholder agent does not have to be a shareholder of the company;
(2) Directors, supervisors and senior executives of the company;
(3) Lawyers and other relevant personnel employed by the company;
(4) Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
8. Venue of the on-site meeting: the company’s conference room, No. 2, Ningxia road, Xinyi Economic Development Zone, Jiangsu Province;
2、 Matters considered at the meeting
1. Deliberating the proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary 2. Deliberating the proposal on
<公司2021年限制性股票激励计划考核管理办法>
3. Review the proposal on submitting to the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s restricted stock incentive plan in 2021
4. Deliberating the proposal on adjusting the payment time for the transfer of the remaining equity of Fangzhou pharmaceutical
The above proposals have been deliberated and adopted at the 8th meeting of the 6th board of directors and the 7th Meeting of the 6th board of supervisors. See details disclosed on cninfo.com.cn on the same day And relevant announcements in Shanghai Securities News, securities times and China Securities News.
Proposals 1, 2 and 3 are special resolution proposals, which shall be approved by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders. Interested affiliates shall withdraw from voting on the proposal at the general meeting of shareholders.
According to the requirements of the rules for the general meeting of shareholders of listed companies (revised in 2016), the company will separately count the votes of small and medium-sized investors and disclose the voting results for major matters affecting the interests 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 company’s shares)
Proposals 1, 2 and 3 require independent directors of the company to publicly solicit voting rights. For details, see the company’s disclosure on cninfo.com.cn on the same day Report on public solicitation of entrusted voting rights by independent directors.
3、 Proposal code
Proposal code proposal name remarks
The column checked in this column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 on the company’s 2021 restricted stock incentive plan (Draft) and its summary √
Proposal for
2.00 about
<公司 2021 年限制性股票激励计划考核管理办法>
Of √
Proposal
3.00 proposal for the general meeting of shareholders to authorize the board of directors to handle the company’s restricted shares in 2021 √
Proposal on matters related to ticket incentive plan
4.00 proposal on adjusting the payment time of the remaining equity transfer payment for the sale of Fangzhou pharmaceutical √
4、 Meeting registration items
1. On site registration time: 9:00 a.m. to 16:00 p.m. on Monday, January 17, 2022.
2. Site registration location: securities legal department, No. 2, Ningxia road, Xinyi Economic Development Zone, Jiangsu Province.
3. Registration procedures
(1) Registration of corporate shareholders:
The legal representatives of qualified corporate shareholders attending the meeting shall go through the registration formalities with the copy of enterprise business license (with official seal), copy of securities account card of corporate shareholders (with official seal), ID card of legal representative and certificate of legal representative (with official seal);
If the legal representative entrusts the agent, the agent shall go through the registration formalities with the copy of the corporate shareholder’s securities account card (sealed), the copy of the business license (sealed), the agent’s ID card, the identity certificate of the legal representative, and the notarized power of attorney of the legal person (sealed) (see Annex 2).
(2) Registration of natural person shareholders:
Qualified natural person shareholders shall go through the registration formalities with their own ID card, shareholder’s securities account card and shareholding certificate;
If a natural person shareholder entrusts an agent to attend the meeting, the agent shall go through the registration formalities with his own ID card, power of attorney (see Annex 2 for the format), the principal’s securities account card and the principal’s ID card.
(3) Registration of non local shareholders:
Non local shareholders can register by letter or fax (to be delivered to the securities legal department of the company before 16:00 p.m. on January 17, 2022), and do not accept telephone registration. Shareholders shall carefully fill in the registration form of participating shareholders (see Annex 3 for the format), and attach copies of ID card and shareholder securities account card for registration confirmation. Please fax and telephone for confirmation.
(4) Note: shareholders and shareholders’ agents attending the meeting shall bring the original of relevant certificates to the meeting. 4. Meeting contact information
Meeting contact: Wang You
Tel: 0516-88920479
Fax: 0516-88923712
e-mail address: [email protected].
Mailing address: securities legal department, No. 2, Ningxia road, Xinyi Economic Development Zone, Jiangsu Province
Postal Code: 221400
5、 Specific operation process of participating in online voting
The voting address of the general meeting of shareholders can be through the Shenzhen Stock Exchange and the Internet trading system http://wltp.cn.info.com..cn. )See Annex 1 for the specific operation process of online voting.
6、 Other matters
(1) Meeting expenses: the duration of the on-site meeting of the general meeting of shareholders is expected to be half a day, and the board, accommodation, transportation and other relevant expenses of the participants shall be borne by themselves.
(2) Shareholders and shareholders’ agents attending the on-site meeting shall bring the original of relevant certificates to the meeting place half an hour before the meeting.
(3) The conference does not accept telephone registration.
(4) Handling method of abnormal conditions of online voting system: during online voting, if the online 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.
It is hereby announced.
Jiangsu Lanfeng Bio-Chemical Co.Ltd(002513) board of directors December 31, 2021
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Common stock voting code: 362513; Voting abbreviation: Lanfeng voting
2. Fill in the voting opinions or election votes.
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
The shareholders’ meeting does not involve cumulative voting proposals.
3. 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 shareholders vote 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 opinions of the general proposal shall prevail.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: 9:15 ~ 9:25, 9:30 ~ 11:30 and 13:00 ~ 15:00 on Tuesday, January 18, 2022
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 voting time of Internet voting system is from 9:15 a.m. to 15:00 p.m. on January 18, 2022. 2. Shareholders who conduct online voting through the Internet voting system shall handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investors’ online services of Shenzhen Stock Exchange (revised in April 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 entrust Mr. / Ms. to attend Jiangsu Lanfeng Biochemical Co., Ltd. on my / our behalf
The first extraordinary general meeting of shareholders in 2022 held by the company on January 18, 2022, on behalf of myself/
The company shall exercise the voting right by voting on the following proposals in accordance with the following instructions. I / our company are interested in this meeting
If the voting is not instructed, the trustee may exercise the voting right on his behalf, and the consequences of exercising the voting right shall be borne by himself / herself
Borne by the company.
Name of the client (signature or seal):
Principal ID number or social uniform Credit Code:
Number of shares held by the client:
Account number of the principal’s shareholder:
Name of trustee:
The ID number of the trustee:
My / our company’s voting on the proposal of the general meeting of shareholders is as follows:
Proposal remarks and voting opinions
The ticked column of the code proposal name can vote for the items that agree to oppose abstention
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 about the company’s 2021 restricted stock incentive plan (Draft) and √
Proposal for its summary
2.00 about
<公司 2021 年限制性股票激励计划考核管理√ 办法>
Proposal for
3.00 proposal for the general meeting of shareholders to authorize the board of directors to handle the company’s 2021 √
Proposal on matters related to restricted stock incentive plan
4.00 on adjusting the payment time of the remaining equity transfer payment for the sale of Fangzhou pharmaceutical √
Proposal for
This grant