Securities code: Shanghai Action Education Technology Co.Ltd(605098) securities abbreviation: Shanghai Action Education Technology Co.Ltd(605098) Announcement No.: 2022013
Shanghai Action Education Technology Co.Ltd(605098)
Notice on convening the 2021 annual general meeting of shareholders
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Date of shareholders’ meeting: April 7, 2022
The online voting system adopted for the general meeting of shareholders: the online voting system of the general meeting of shareholders of Shanghai Stock Exchange
1、 Basic information of the meeting (I) type and session of the general meeting of shareholders
2021 annual general meeting of shareholders (II) convener of general meeting of shareholders: Board of directors (III) voting method: the voting method adopted in this general meeting of shareholders is a combination of on-site voting and online voting (IV) date, time and place of on-site meeting
Date and time of the meeting: 14:00 on April 7, 2022
Venue: conference room, building a, Lane 168, Xinghong Road, Hongqiao Business District, Shanghai
（5） System, start and end date and voting time of online voting.
Shanghai stock exchange online voting system
Starting and ending time of online voting: from April 7, 2022
To April 7, 2022
The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders. （6） Margin trading, refinancing, agreed repurchase business accounts and voting procedures for investors of Shanghai Stock connect
Accounts related to margin trading, refinancing business, agreed repurchase business and the voting of investors in Shanghai Stock connect shall be implemented in accordance with the relevant provisions of the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange No. 1 – standardized operation. （7） No matter involving the public solicitation of shareholders’ voting rights. Matters to be considered at the meeting
The types of proposals and voting shareholders deliberated at the general meeting of shareholders
Voting shareholder type serial number proposal name A-share shareholder
Non cumulative voting motion
1. Proposal on the work report of the board of directors in 2021 √
2 proposal on the work report of the board of supervisors in 2021 √
3 proposal on the company’s 2021 annual report and its summary √
4 proposal on the 2021 annual report of independent directors of the company √
5 proposal on the company’s 2021 annual financial statement √
6 proposal on the company’s financial budget report for 2022 √
7 proposal on the company’s profit distribution plan for 2021 √
8. Proposal on the company’s employment of the company’s audit institution in 2022 √
9. About the company’s remuneration plan for directors and senior managers in 2022 √
Motion
10 proposal on the company’s 2022 annual remuneration plan for supervisors √
11 proposal on using idle self owned funds for cash management of the company √
12 √ on the company’s cash management with temporarily idle raised funds
bill
13. About changing the registered address of the company and amending the articles of association and handling √
Proposal on industrial and commercial change registration
Cumulative voting motion
14.00 proposal on the election of non employee representative supervisors (1) supervisors shall be elected
14.01 proposal to nominate Ms. Li Yi as the non employee supervisor of the company √
1. Time and media of disclosure of each proposal
Please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) for the specific contents of the above proposal The announcement disclosed at the meeting, as well as the information of the 2021 annual general meeting of shareholders published separately, and the relevant meetings
The information will be posted on the website of Shanghai Stock Exchange (www.sse. Com. CN.) no later than April 1, 2022 Published on. 2. Special resolution proposal: 133. Proposal on separate vote counting for small and medium-sized investors: 7, 8, 9, 10, 11, 12, 144. Proposal on avoidance of voting by related shareholders: none
Name of affiliated shareholders who should avoid voting: none 5. Proposal involving preferred shareholders’ participation in voting: none 3. Matters needing attention in voting at the general meeting of shareholders
（1） If the shareholders of the company exercise their voting rights through the online voting system of the general meeting of shareholders of Shanghai Stock Exchange, they can either log in to the voting platform of the trading system (through the trading terminal of the securities company designated for trading) or log in to the Internet voting platform (website: vote. Sseinfo. Com) Vote. For the first time to log in to the Internet voting platform to vote, investors need to complete shareholder identity authentication. Please refer to the instructions on the website of the Internet voting platform for specific operations.
（2） Shareholders exercise their voting rights through the online voting system of the general meeting of shareholders of Shanghai Stock Exchange. If they have multiple shareholder accounts, they can use any shareholder account holding the company’s shares to participate in online voting. After voting, it shall be deemed that all ordinary shares of the same class or preferred shares of the same variety under their shareholder accounts have voted for the same opinion respectively.
（3） If the number of election votes cast by a shareholder exceeds the number of election votes it has, or if the number of votes cast in the differential election exceeds the number of votes to be elected, its election votes for the proposal shall be deemed invalid.
（4） If the same voting right is voted repeatedly through on-site, online voting platform of the exchange or other means, the first voting result shall prevail.
（5） Shareholders can submit all proposals only after voting.
（6） The voting method of electing directors, independent directors and supervisors by cumulative voting system is shown in Annex 2
4、 Participants at the meeting (I) after the closing of the stock market on the equity registration date, the shareholders of the company registered in Shanghai Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders (see the table below for details), and can entrust agents to attend the meeting and vote in writing. The agent need not be a shareholder of the company.
Stock category Stock Code Stock abbreviation equity registration date
A shares Shanghai Action Education Technology Co.Ltd(605098) Shanghai Action Education Technology Co.Ltd(605098) 2022 / 3 / 31
（2） Directors, supervisors and senior managers of the company. （3） A lawyer employed by the company. （4） Other personnel v. meeting registration method
If the legal representative of a legal person shareholder attends the meeting, he / she shall present his / her ID card, a copy of the business license of the legal person unit stamped with the official seal, a securities account card and a shareholding certificate. If the entrusted agent of the company’s legal person shareholder attends the meeting, he / she shall show his / her ID card, power of attorney of the legal person and the corresponding certificates mentioned above.
If individual shareholders attend the meeting in person, they shall show their ID card, securities account card and shareholding certificate. If an individual shareholder entrusts an agent to attend the meeting, he / she shall show his / her ID card, power of attorney and the above-mentioned certificates.
Non local shareholders can register by letter or email, and bring the above materials for on-site confirmation and registration when attending the meeting; You can also register on site before the meeting. The deadline for registration is the beginning of the meeting. You will not register after the expiration of the time limit. If the above registration materials are not held, the company will not register and confirm on site.
1. Registration time: 10:00-11:30 a.m. and 13:30-15:00 p.m. on April 6, 2022.
2. The duration of the meeting is half a day, and the participants shall bear their own accommodation and transportation expenses.
3. Participants are requested to arrive at the meeting place within half an hour before the meeting, and bring the original of identity certificate, shareholder account card, power of attorney and so on, so as to verify the admission.
6、 Registration address of other matters: building a, Lane 168, Xinghong Road, Hongqiao Business District, Shanghai written reply address: building a, Lane 168, Xinghong Road, Hongqiao Business District, Shanghai Shanghai Action Education Technology Co.Ltd(605098) postal code: 201106 Tel.: 02160260658 email: [email protected]. Contact person: shareholders of Yang Linyan and sun Yinghong who individually or jointly hold more than 3% of the company’s shares may submit the interim proposal in writing to the board of directors of the company ten days before the meeting. It is hereby announced.
Shanghai Action Education Technology Co.Ltd(605098) board of directors March 17, 2022 Annex 1: power of attorney Annex 2: description of voting methods for electing directors, independent directors and supervisors by cumulative voting system
Annex 1: power of attorney
Power of attorney
Shanghai Action Education Technology Co.Ltd(605098) ：
I hereby entrust Mr. (Ms.) to attend the meeting on April 7, 2022 on behalf of my unit (or myself)
Held the 2021 annual general meeting of shareholders of your company and exercised the voting rights on behalf of you.
Number of ordinary shares held by the trustor:
Number of preferred shares held by the client:
Client’s shareholder Account No.:
No. name of non cumulative voting proposal agree against abstain
1 proposal on the company’s 2021 annual report on the work of the board of directors 2 proposal on the company’s 2021 annual report on the work of the board of supervisors 3 proposal on the company’s 2021 annual report and its summary
4. Proposal on the 2021 annual report of independent directors of the company
5 proposal on the company’s 2021 financial final report 6 proposal on the company’s 2022 financial budget report 7 proposal on the company’s 2021 profit distribution plan
8 proposal on the company’s employment of the company’s 2022 audit institution
About the company’s remuneration plan for directors and senior managers in 2022
nine
Motion
10 proposal on the company’s 2022 annual remuneration plan for supervisors 11 proposal on the company’s cash management with idle self owned funds
Notice on cash management with temporarily idle raised funds of the company
twelve
bill
About changing the registered address of the company and amending the articles of association and handling
thirteen
Proposal on industrial and commercial change registration
Serial number cumulative voting proposal name number of votes
14.00 proposal on the election of non employee representative supervisors 14.01 proposal on nominating Ms. Li Yi as the non employee supervisor of the company
Signature (seal) of the trustor: signature of the trustee:
The ID number of the client: the ID number of the trustee:
Date of entrustment: mm / DD / yyyy remarks:
The trustor shall choose one of the “agree”, “oppose” or “abstain” intentions in the power of attorney and tick “√”. If the trustor fails to give specific instructions in the power of attorney, the trustee has the right to vote according to its own wishes.
Annex 2 description of voting methods for electing directors, independent directors and supervisors by cumulative voting system
1、 The election of candidates for directors, independent directors and board of supervisors at the general meeting of shareholders shall be numbered as the proposal group respectively. Investors should vote for each candidate under each proposal group.
2、 The number of declared shares represents the number of election votes. For each proposal group, for each share held by shareholders, they will have the total number of votes equal to the number of directors or supervisors to be elected under the proposal group. If a shareholder holds 100 shares of the listed company, 10 directors should be elected at the general meeting of shareholders, and there are 12 candidates for directors, then the shareholder has 1000 votes for the election proposal group of the board of directors.
3、 Shareholders shall vote within the limit of the number of election votes of each proposal group. Shareholders can vote according to their own wishes. They can vote for one candidate or different candidates according to any combination. After the vote
