Securities code: Lanzhou Foci Pharmaceutical Co.Ltd(002644) securities abbreviation: Lanzhou Foci Pharmaceutical Co.Ltd(002644) Announcement No.: 2022008 Lanzhou Foci Pharmaceutical Co.Ltd(002644)
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.
Lanzhou Foci Pharmaceutical Co.Ltd(002644) (hereinafter referred to as “the company”) held the 13th meeting of the seventh board of directors on March 15, 2022, deliberated and adopted the proposal on proposing to convene the 2021 annual general meeting of shareholders. The convening of the general meeting of shareholders is in line with the company law, the rules for the general meeting of shareholders of listed companies and other laws and regulations, normative documents and the relevant provisions of the articles of association. The matters concerning the convening of the 2021 annual general meeting of shareholders are hereby announced as follows:
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: 2021 annual general meeting of shareholders
2. Convener: Board of directors
3. The convening of this shareholders’ meeting complies with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
4. Meeting time:
(1) On site meeting time: 14:00, Thursday, April 7, 2022
(2) Online voting time: the specific time of 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 April 7, 2022; The time for online voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on April 7, 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) 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. The same share can only choose one of on-site voting, online voting or other voting methods that meet the provisions. In case of repeated voting of the same voting right, the first voting result shall prevail.
6. Equity registration date of the meeting: Thursday, March 31, 2022
7. Attendees
(1) Ordinary shareholders or their agents who hold shares of the company on the equity registration date;
At the closing of the market, all 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 may entrust an agent in writing to attend the meeting and vote. The shareholder agent does not need to be a shareholder of the company;
(2) Directors, supervisors and senior managers of the company;
(3) A lawyer employed by the company.
8. Meeting place: conference room on the fifth floor of the company’s office building, No. 2289 Huashan Road, Lanzhou New Area, Lanzhou, Gansu
2、 Matters considered at the meeting
1. Proposals submitted to the general meeting of shareholders for deliberation
Table 1: coding table of proposals of this general meeting of shareholders (all non cumulative voting proposals)
remarks
Proposal code proposal name
Columns can vote
100 total proposals: all the following proposals √
Non cumulative voting proposal
1.00 work report of the board of directors in 2021 √
2.00 work report of the board of supervisors in 2021 √
3.00 financial final accounts report of 2021 √
4.00 profit distribution plan for 2021 √
5.00 annual report and report summary for 2021 √
6.00 internal control evaluation report in 2021 √
7.00 confirmation of daily related party transactions in 2021 and expected daily closing in 2022 √
Proposal on joint stock transaction
8.00 proposal on Amending the articles of association √
9.00 proposal on Amending the external guarantee management system √
2. The above proposal has been deliberated and adopted at the 13th meeting of the 7th board of directors and the 12th meeting of the 7th board of supervisors. The independent directors of the 7th board of directors of the company will report on their work at the annual general meeting of shareholders. For details, please refer to the securities times, securities daily and cninfo (www.cn. Info. Com. CN.) on March 16, 2022 Relevant contents published.
3. The above proposal 8 is a special resolution, which needs to be passed by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders; Other proposals are ordinary voting matters and need to be voted one by one. The seventh proposal involves related party transactions, and related shareholders need to avoid voting.
3. In this proposal, the votes of small and medium-sized investors will be counted separately. The above-mentioned small and medium-sized investors refer to other shareholders except the directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company. The results of separate vote counting will be disclosed in the announcement of the resolution of the general meeting of shareholders.
3、 Meeting registration method
1. 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 / she shall present his / her ID card, a copy of his / her business license, a valid certificate that can prove his / her qualification as a legal representative and a stock holding certificate;
(2) If an agent is entrusted to attend the meeting, the agent shall present his ID card, written power of attorney and shareholding certificate issued by the legal representative of the legal person shareholder unit according to law;
(3) Individual shareholders shall go through the registration procedures with their own ID card and shareholder account card (those entrusted to attend shall hold the power of attorney, their own ID card and shareholder account card);
(4) Non local shareholders can register by fax or letter.
2. Registration time: 8:30-12:00 and 13:30-17:00 from April 1 to April 6, 2022.
3. Registration place: No. 2289, Huashan Road, Lanzhou New Area, Lanzhou City, Gansu Province.
4. Meeting contact information
Meeting contact: an Wenting, Fu Jing
Tel and fax: 09318362318
Contact address: No. 2289, Huashan Road, Lanzhou New Area, Lanzhou City, Gansu Province.
Postal Code: 730000
5. Precautions:
(1) Shareholders and their proxies attending the meeting shall bring the original of relevant certificates to the meeting;
(2) The transportation, communication, board and lodging expenses of the participants during the meeting shall be borne by themselves.
4、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide shareholders with an online voting platform. Shareholders can vote through the trading system of Shenzhen Stock Exchange and the Internet voting system (address: http://wltp.cn.info.com.cn. ）See Annex 1 for the specific operation process of online voting.
5、 Documents for future reference
1. Resolutions of the 13th meeting of the 7th board of directors of the company;
2. Resolutions of the 12th meeting of the 7th board of supervisors of the company.
It is hereby notified.
Lanzhou Foci Pharmaceutical Co.Ltd(002644) board of directors
March 15, 2022
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 362644;
2. Voting abbreviation: foci voting;
3. The proposal of the general meeting of shareholders is a non cumulative voting proposal, and the voting opinions filled in are “agree”, “oppose” or “abstain”.
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 April 7, 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 Internet voting system starts voting at 9:15 a.m. on April 7, 2022 and ends at 15:00 p.m. on April 7, 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.
Power of attorney
I / this organization (client) is now Lanzhou Foci Pharmaceutical Co.Ltd(002644) (hereinafter referred to as ” Lanzhou Foci Pharmaceutical Co.Ltd(002644) “) shareholders, hereby authorize Mr. / Mrs. (ID number) to represent myself / this organization to attend the annual general meeting of shareholders in 2021, and to exercise the right to vote on behalf of the Lanzhou Foci Pharmaceutical Co.Ltd(002644) .
1、 Motion voting
Remarks voting opinions
Proposal name
The column of “agree to abstain from voting” checked in this column can be voted
1.00 work report of the board of directors in 2021 √
2.00 work report of the board of supervisors in 2021 √
3.00 financial final accounts report of 2021 √
4.00 profit distribution plan for 2021 √
5.00 annual report and report summary for 2021 √
6.00 internal control evaluation report in 2021 √
7.00 confirmation of daily connected transactions and estimates in 2021 √
Proposal on daily connected transactions in 2022
8.00 proposal on Amending the articles of association √
9.00 proposal on Amending the external guarantee management system √
The name or name of the client (signature): the ID number of the principal (the business license number):
Number of shares held by the trustor: shareholder account of the trustor:
The name of the trustee: the ID number of the trustee:
Date of entrustment: Note:
For the proposal, please fill in “√” in the corresponding place in the “objection” column; If you want to abstain from voting, please fill in “√” in the corresponding place in the “abstaining” column.
2. The power of attorney is valid for newspaper cutting, copying or self-made according to the above format, and the company’s official seal shall be affixed to the authorization.
