Securities code: Kelin Environmental Protection Equipment Inc(002499) securities abbreviation: ST Colin Announcement No.: 2022019 Kelin Environmental Protection Equipment Inc(002499)
Notice on convening 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 without false records, misleading statements or major omissions.
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: the first extraordinary general meeting of shareholders in 2022.
2. Convener of the general meeting of shareholders: the board of directors of the company.
The 13th meeting of the 5th board of directors of the company deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022.
3. The convening of this general meeting of shareholders complies with the provisions of the company law, the rules for the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange and other laws, regulations, rules, normative documents and the articles of association.
4. Meeting time
The meeting will be held at 15:30 on Friday, February 1, 2024.
Online voting time:
(1) The voting time through the Internet voting system of Shenzhen stock exchange is any time between 9:15 on April 1, 2022 and 15:00 on April 1, 2022;
(2) The voting time for online voting through the trading system of Shenzhen stock exchange is 9:15 to 9:25 a.m., 9:30 to 11:30 p.m. and 13:00 to 15:00 p.m. on April 1, 2022.
5. Meeting method: the shareholders’ meeting is held by combining on-site voting and online voting.
6. The equity registration date of this shareholders’ meeting: Wednesday, March 23, 2022.
7. Attendees:
(1) Ordinary shareholders (including preferred shareholders whose voting rights are restored) or their agents who hold shares of the company on the equity registration date.
At the closing of the afternoon of March 23, 2022 on the equity registration date, all ordinary shareholders of the company (including preferred shareholders whose voting rights have been restored) registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders and may entrust an agent to attend and vote in writing. The agent of the shareholder does not have to be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company.
(3) The witness lawyer employed by the company for this shareholders’ meeting.
(4) Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
8. Venue: company conference room, building 1, Zijing Commercial Plaza, No. 121, Honghuang Road, longta street, Yubei District, Chongqing.
2、 Matters considered at the meeting
(I) proposals submitted to the general meeting of shareholders for voting
Name and code of the proposal of the general meeting of shareholders:
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative investment–
Vote proposal
1.00 “about Kelin Environmental Protection Equipment Inc(002499) 2022 stock option incentive plan √”
Proposal on planning (Draft) and its summary
2.00 “about Kelin Environmental Protection Equipment Inc(002499) 2022 stock option incentive plan √”
Proposal on the implementation of assessment management measures
3.00 proposal for the general meeting of shareholders to authorize the board of directors to handle the company’s equity incentive plan √
Proposal on Relevant Issues
4.00 √ on formulating the management system for preventing the occupation of funds by controlling shareholders and related parties
Proposal
(II) disclosure of proposal contents
The contents of the above proposal have been deliberated and approved at the 13th meeting of the 5th board of directors and the 9th meeting of the 5th board of supervisors of the company. See details published in the securities times and cninfo on the same day as this announcement( http://www.cn.info.com.cn. )Relevant contents on.
(III) special emphasis
(1) Chongqing dongchengruiye Investment Co., Ltd. (hereinafter referred to as “dongchengruiye”), the former controlling shareholder of the company, signed the commitment letter on waiver of voting rights in January 2021. Dongchengruiye voluntarily and irrevocably abandoned its 35910000 shares of the listed company (accounting for 19% of the total share capital of the listed company) and
Increased voting rights of shares during the promised waiver period. For details, please refer to the company’s announcement on securities times and cninfo (www.cn. Info. Com. CN.) on January 28, 2021 The notice on receiving the letter of commitment on waiver of voting rights from the controlling shareholder of the company and the change of control of the company (Announcement No.: 2021006) disclosed on the.
(2) Shareholders of the company can participate in on-site voting and online voting through the trading system and Internet voting system of Shenzhen Stock Exchange.
(3) The votes of small and medium-sized investors are counted separately in the proposals of the general meeting of shareholders. Small and medium-sized investors refer to other shareholders except the directors, supervisors and senior managers of the company and the shareholders who individually or jointly hold more than 5% of the shares of the company. The company will make public disclosure according to the vote counting results.
(4) Proposals 1 to 3 need to be passed by special resolution, that is, by more than two-thirds of the voting rights held by shareholders (including shareholders’ agents) attending the general meeting of shareholders. The shareholders who intend to be the incentive object of this incentive plan and the shareholders who are related to the incentive object need to avoid voting. Proposal 4 is an ordinary resolution, which shall be adopted by more than half of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
(5) According to the relevant provisions of the measures for the administration of equity incentive of listed companies, if the shareholders’ meeting of a listed company deliberates the equity incentive plan, the independent directors of the listed company shall solicit voting rights from all shareholders of the company. Therefore, Zhang Fan, the independent director of the company, as the soliciter, solicited the voting rights of all shareholders of the company on the above-mentioned proposals I, II and III. The solicited person or his agent may vote separately on the proposal 4 without voting rights. If the solicited person or his agent does not vote separately, it will be deemed that he has waived his voting rights on the proposal without voting rights.
For details, see the company’s publication in the securities times and cninfo.com on March 15, 2022( http://www.cn.info.com.cn. )Report on public solicitation of entrusted voting rights by independent directors. 3、 Registration method for attending on-site meetings
1. Registration time:
9:00-12:00, 13:00-17:00 on Monday, March 28, 2022;
2. Registration method:
(1) Natural person shareholders must register with their shareholder account card, ID card or other valid certificates or certificates that can indicate their identity;
(2) An agent entrusted by a natural person shareholder to attend the meeting must register with the principal’s ID card, agent’s ID card, power of attorney, shareholder’s account card or other valid certificates or certificates that can indicate his identity;
(3) If the legal representative of the legal person shareholder attends the meeting, he / she shall register with his / her ID card, copy of business license (copy stamped with the company’s official seal), identity certificate of the legal representative and shareholder account card; If an agent entrusted by the legal representative attends the meeting, it shall hold a copy of the business license (a copy stamped with the company’s official seal), the identity certificate of the legal representative, the identity card of the principal, the identity card of the agent, the power of attorney, the shareholder account card or other valid certificates or registration certificates that can indicate his identity;
(4) Non local shareholders can register by written letter or fax, and the registration of non local shareholders’ written letter shall be subject to the local postmark. The company does not accept telephone registration. (the letter or fax shall reach the company before 17:00 on March 28, 2022)
3. Place of registration and place of delivery of power of attorney:
Securities Department of the company (37 / F, building 1, Zijing Commercial Plaza, No. 121, Honghuang Road, longta street, Yubei District, Chongqing). 4、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange( http://wltp.cn.info.com.cn. )See Annex I for the specific voting process. 5、 Other matters
1. Contact information
Contact address: 37 / F, building 1, Zijing Commercial Plaza, No. 121, Honghuang Road, longta street, Yubei District, Chongqing
Post code: 401147
Contact: Yin Mingxia
Tel: 02388561909
Fax: 02388561990
2. Shareholders or agents attending the on-site meeting shall bear their own transportation and accommodation expenses.
6、 Documents for future reference
Resolution of the 13th meeting of the 5th board of directors.
It is hereby announced.
Kelin Environmental Protection Equipment Inc(002499)
The board of directors on March 14, 2002 Annex I: specific operation process of participating in online voting Annex II: power of attorney Annex III: receipt
Annex I:
Specific operation process of participating in online voting
(I) online voting procedure
1. Voting code: 362499.
2. Voting abbreviation: Colin voting.
3. Fill in the 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.
(II) voting procedures through the trading system of Shenzhen Stock Exchange
1. Voting time: trading time on April 1, 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.
(III) voting procedures through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting at 9:15 on April 1, 2022 (the day of the on-site general meeting) and ends at 15:00 on April 1, 2022 (the day of the end of the on-site general meeting).
2. Shareholders who vote online through the Internet voting system 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 2:
Kelin Environmental Protection Equipment Inc(002499)
Power of attorney of the first extraordinary general meeting of shareholders in 2022
I hereby authorize Mr. (Ms.) to attend on behalf of my unit (individual)
The first extraordinary shareholders’ meeting of Kelin Environmental Protection Equipment Inc(002499) 2022 held on April 1, 2022
The letter of authorization of the meeting shall be the basis for the deliberation and voting of the meeting
Relevant documents to be signed. If the trustor fails to give specific instructions on the voting matters of the meeting, the trustee may
If the voting right is exercised on behalf of the client, the consequences of voting shall be borne by the client.
Remarks voting opinions
Check this column for the content of proposal deliberation
The column of serial number can agree to vote against abstention
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative investment–
Vote proposal