Securities code: 300461 securities abbreviation: Tanac Automation Co.Ltd(300461) Announcement No.: 2022-012
Tanac Automation Co.Ltd(300461)
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 information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
After deliberation and approval at the 7th Meeting of the 4th board of directors of Tanac Automation Co.Ltd(300461) (hereinafter referred to as “the company”), the company decided to hold the first extraordinary general meeting of shareholders in 2022 at 13:30 p.m. on Monday, January 24, 2022. The meeting will adopt the combination of on-site voting and online voting. According to relevant regulations, the notice of the general meeting of shareholders is as follows:
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: Tanac Automation Co.Ltd(300461) the first extraordinary general meeting of shareholders in 2022 2 2. Convener of the general meeting of shareholders: the board of directors of the company
3. Legality and compliance of the meeting: the proposal on convening the first extraordinary general meeting of the company in 2022 was considered and adopted at the seventh meeting of the Fourth Board of directors of the company. The convening of the general meeting of shareholders complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
4. Date and time of the meeting:
(1) Date and time of on-site meeting: 13:30 pm on Monday, January 24, 2022 (2) date and time of online voting: Monday, January 24, 2022, of which
① The specific time of online voting through the system of Shenzhen stock exchange is: 09:15-09:25, 09:30-11:30 and 13:00-15:00 on January 24, 2022;
② The specific time for online voting through the Internet voting system of Shenzhen stock exchange is 09:15-15:00, January 24, 2022.
5. Convening method of the meeting: the shareholders’ meeting is held by combining on-site voting and online voting. The company will vote through the Shenzhen Stock Exchange and Internet voting system（ http://wltp.cn.info.com..cn. ）Provide the company’s shareholders with an online voting platform, and the company’s shareholders can exercise their voting rights on the proposal through the above system during the online voting time. Shareholders of the company shall choose one of on-site voting and online voting, and shall not vote repeatedly. In case of repeated voting for the same voting right, the first voting result shall prevail. If there are multiple proposals at the general meeting of shareholders, and a shareholder votes on only one or more of them, it shall be deemed that the shareholder attended the general meeting of shareholders and included in the calculation of the total number of shareholders attending the general meeting of shareholders; Other proposals for which the shareholder has not expressed opinions shall be deemed as waiver. Shareholders can submit all proposals only after voting.
According to the notice issued by the Shenzhen Stock Exchange on fully supporting the market players such as listed companies and resolutely winning the fight against New Coronavirus infection and blocking the outbreak of pneumonia, it is necessary to strengthen the prevention and control of the epidemic situation of New Coronavirus infection, effectively reduce personnel aggregation and protect the health of investors. The company encourages investors to participate in the shareholders’ meeting by online voting as far as possible. Shareholders and shareholders’ representatives participating in the on-site meeting shall take effective epidemic prevention measures and cooperate with relevant epidemic prevention work such as body temperature detection at the venue to reduce the risk of epidemic spread.
6. Equity registration date of the meeting: January 17, 2022.
7. Attendees:
(1) Ordinary shareholders or their agents holding shares of the company on the equity registration date;
At the closing of the afternoon of the equity registration day, all ordinary shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders, and can 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) Lawyers employed by the company;
(4) Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
8. Meeting place: the first meeting room of the company (No. 398, Xinjing Road, Yaozhuang Town, Jiashan County, Zhejiang Province).
2、 Matters considered at the meeting
1. Review the proposal on the company meeting the conditions for issuing shares to specific objects;
2. Review the proposal on the company’s stock issuance scheme to specific objects one by one;
2.01 class and par value of shares issued
2.02 issuing method and time
2.03 issuing object and subscription method
2.04 pricing base date, issue price and pricing principle
2.05 number of issues
2.06 restricted period
2.07 place of listing
2.08 arrangement of accumulated undistributed profits before this issuance to specific objects
2.09 validity period of the resolution issued to specific objects
2.10 amount and purpose of raised funds
3. Review the proposal on the company’s stock issuance plan to specific objects;
4. Review the proposal on related party transactions involved in the company’s issuance of shares to specific objects and the signing of conditional and effective share subscription agreement with specific objects;
5. Review the proposal on the demonstration and analysis report of the company’s stock issuance scheme to specific objects;
6. Review the proposal on the feasibility analysis report on the use of funds raised by the company’s issuance of shares to specific objects;
7. Deliberating the proposal on diluting immediate return, filling return measures and relevant commitments by issuing shares to specific objects;
8. Review the proposal on the company’s shareholder return plan for the next three years (2022-2024);
9. Deliberated the proposal on the need to issue a report on the use of the previously raised funds.
10. Review the proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the issuance of shares to specific objects.
Special note: the above proposals were deliberated and adopted at the 7th Meeting of the 4th board of directors and the 8th meeting of the 4th board of supervisors. For details, please refer to cninfo.com, the information disclosure website designated by the CSRC（ http://www.cn.info.com..cn. ）Relevant announcements on.
According to the requirements of the rules for the general meeting of shareholders of listed companies, the above proposals considered at this meeting shall be counted and disclosed separately for the voting of small and medium-sized investors. Small and medium-sized investors refer to other shareholders except shareholders, directors, supervisors and senior managers who individually or jointly hold more than 5% of the shares of the listed company.
3、 Proposal code
The proposal code of this general meeting of shareholders is as follows:
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 proposal 1 proposal on the company meeting the conditions for issuing shares to specific objects √
2.00 proposal 2 proposal on the company’s plan to issue shares to specific objects √
2.01 type and par value of shares issued √
2.02 issuing method and time √
2.03 issuing object and subscription method √
2.04 pricing base date, issue price and pricing principle √
2.05 issue quantity √
2.06 restricted period √
2.07 place of listing √
2.08 arrangement of accumulated undistributed profits before this issuance to specific objects √
2.09 validity period of the resolution issued to specific objects √
2.10 amount and purpose of raised funds √
3.00 proposal 3 proposal on the company’s stock issuance plan to specific objects
4.00 proposal 4 on related party transactions involving the issuance of shares by the company to specific objects and √
Proposal on signing a conditional share subscription agreement with specific objects
5.00 proposal 5 √ on the demonstration and analysis report of the company’s stock issuance scheme to specific objects
Proposal
6.00 proposal 6 feasibility study on the use of funds raised by issuing shares to specific objects √
Proposal on the feasibility analysis report
7.00 proposal 7 on diluting immediate return and filling return by issuing shares to specific objects √
Proposal on measures and related commitments
8.00 proposal 8 on the company’s shareholder return plan for the next three years (2022-2024) √
Proposal for
9.00 proposal on no need to issue a report on the use of the previously raised funds √
10.00 proposal 10 on submitting to the general meeting of shareholders to authorize the board of directors to handle the specific √
Proposal on issues related to the issuance of shares
4、 Meeting registration and other matters
1. Registration method:
(1) Natural person shareholders: if I personally attend the meeting, I need to issue my ID card and shareholder account card; In case of entrusting others to attend the meeting, the trustee shall issue the trustor’s shareholder account card, copy of shareholder’s ID card, trustee’s ID card and power of attorney.
(2) Corporate shareholder: if the legal representative attends the meeting in person, he / she shall issue a copy of the business license (with official seal), his / her ID card and the account card of the corporate shareholder; If the legal representative entrusts an agent to attend the meeting, the agent shall show his ID card, a copy of the legal representative’s ID card of the legal shareholder (with official seal), a power of attorney of the legal representative (with official seal), a copy of the business license of the legal shareholder unit (with official seal) and the legal shareholder’s account card.
(3) Non local shareholders may register by mail receipt or fax receipt. The letter or fax shall be delivered or faxed to the Securities Department of the company before 16:00 on January 20, 2022, and telephone registration is not accepted.
2. Registration time: 9:00 a.m. to 16:00 p.m. from Tuesday, January 18, 2022 to Thursday, January 20, 2022.
3. Registration place: Securities Department of the company, No. 398, Xinjing Road, Yaozhuang Town Industrial Park, Jiashan County, Zhejiang Province. 4. Other precautions
(1) The duration of the shareholders’ meeting is half a day, and the accommodation and transportation expenses of the participants shall be borne by themselves.
(2) Shareholders and their agents attending the on-site meeting are requested to go through the registration formalities at the venue half an hour before the meeting with the original relevant certificates.
(3) Meeting contact:
Meeting contact: Su Kaiyu
Tel.: 0573-84778878
Fax: 0573-89119388
mail box: [email protected].
5、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and the Internet voting system (address: http://wltp.cn.info.com..cn. ）Please refer to Annex 1 for details of contents and formats to be explained when participating in online voting.
6、 Documents for future reference
1. Resolutions of the 7th Meeting of the 4th board of directors;
2. Resolution of the 8th meeting of the 4th board of supervisors.
It is hereby announced.
Tanac Automation Co.Ltd(300461) board of directors January 7, 2022
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 350461
2. Voting abbreviation: Tanaka 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
