Securities code: Shandong Dongyue Organosilicon Materials Co.Ltd(300821) securities abbreviation: Shandong Dongyue Organosilicon Materials Co.Ltd(300821) Announcement No.: 2022028 Shandong Dongyue Organosilicon Materials Co.Ltd(300821)
Notice and announcement of 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.
Shandong Dongyue Organosilicon Materials Co.Ltd(300821) (hereinafter referred to as “the company”) held the sixth meeting of the second board of directors on March 21, 2022. The 2021 annual general meeting of shareholders of the company is scheduled to be held on Tuesday, April 12, 2022. The relevant matters of the general meeting of shareholders are as follows:
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: 2021 annual general meeting of shareholders
2. Convener of the general meeting of shareholders: the board of directors of the company
3. Legality and compliance of the meeting: the convening and holding of this general meeting of shareholders comply with relevant laws, administrative regulations, departmental rules, normative documents, rules of Shenzhen Stock Exchange and the articles of association. 4. Time of meeting
(1) The on-site meeting will be held at 14:00 p.m. on Tuesday, April 12, 2022.
(2) Online voting time: the specific time of online voting through the trading system of Shenzhen stock exchange is: 09:15-09:25, 09:30-11:30 and 13:00-15:00 on April 12, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time during 9:15-15:00 on April 12, 2022.
5. Meeting mode: the combination of on-site voting and online voting.
(1) On site voting: shareholders attend the on-site shareholders’ meeting or entrust a proxy in writing to attend the on-site meeting; (2) Online voting: the company adopts the trading system and Internet voting system of Shenzhen Stock Exchange (hereinafter referred to as “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 the company can exercise their voting rights through the above system during the online voting time.
Shareholders of the company can only choose one of the above voting methods. In case of repeated voting of the same voting right, the first voting result shall prevail.
6. The equity registration date of the meeting: Thursday, April 7, 2022.
7. Attendees:
(1) All shareholders holding shares of the company or their agents on the equity registration date;
At the closing of the afternoon of the equity registration day, 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 to attend the meeting and vote in writing (see Annex II for the power of attorney). The shareholder agent does not have 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 as nonvoting delegates in accordance with relevant laws and regulations.
8. Venue: Jixia hall, 4th floor, Dongyue International Hotel, No. 6777, Liuquan North Road, Huantai County, Zibo City, Shandong Province.
2、 Matters considered at the meeting
Example table of proposal code of this shareholders’ meeting:
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on the work report of the board of directors in 2021 √
2.00 proposal on the work report of the board of supervisors in 2021 √
3.00 proposal on the company’s 2021 annual financial statement √
4.00 proposal on the company’s 2021 annual report and its summary √
5.00 proposal on the company’s 2021 profit distribution plan √
6.00 proposal on the company’s estimated daily connected transactions in 2022 √
Proposal on the proposed renewal of the company’s accounting firm in 202700 √
8.00 proposal on Directors’ remuneration plan of the company in 2022 √
9.00 proposal on the remuneration plan of the company’s supervisors in 2022 √
10.00 proposal on fund adjustment between raised investment projects of the company and extension of raised investment projects √
11.00 proposal on changing the registered address and amending the articles of association √
12.00 proposal on Amending the rules of procedure of the general meeting of shareholders √
13.00 proposal on Amending the working system of independent directors √
14.00 proposal on Amending the management system of major transactions √
15.00 proposal on Revising the foreign investment management system √
16.00 proposal on Amending the measures for the administration of information disclosure √
The above proposal has been deliberated and approved at the sixth meeting of the second board of directors and the sixth meeting of the second board of supervisors. For details, see the company’s website on March 22, 2022（ http://www.cn.info.com.cn. ）Relevant announcements.
The above proposals 5, 6, 7, 8 and 10 need to vote on small and medium-sized investors (refer to other shareholders except directors, supervisors, senior managers of listed companies and shareholders who individually or jointly hold more than 5% of the shares of the company), calculate the votes separately, and list the results separately in the resolution announcement of the general meeting of shareholders; Proposal 6 involves related party transactions, and the related shareholders who have an interest in the above proposal shall avoid voting, and shall not accept the entrustment of other shareholders to vote; Proposals 11 and 12 are special resolutions, which need to be passed by more than two-thirds of the effective voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
The independent directors of the company, Mr. Cao Xianjun, Mr. Liu Shengyuan and Mr. Zhang Yongde, will make a report on the work of independent directors in 2021 at the general meeting of shareholders. This matter does not need to be considered.
3、 Meeting registration items
1. Registration time: 9:00-12:00 a.m. and 14:00-17:00 p.m. on Monday, April 11, 2022. 2. Registration method: register on site or by written letter or fax. The letter or fax shall be subject to the time of arrival at the company. The company does not accept telephone registration.
3. Attendance registration method:
(1) Registration of natural person shareholders: the registration of natural person shareholders shall hold their own ID card, shareholder account card and shareholding certificate; The agent entrusted by the natural person shareholder to attend the meeting must hold the agent’s ID card, power of attorney (Annex II), the trustor’s shareholding certificate and the trustor’s ID card when registering;
(2) Registration of corporate shareholders: corporate shareholders shall be represented by their legal representatives or their entrusted agents. If the legal representative attends the meeting, he shall go through the registration formalities with the certificate and ID card of the legal representative, the copy of the business license stamped with the official seal and the shareholder account card; If an agent is entrusted to attend the meeting, the agent shall handle the registration procedures with his own ID card, a copy of the business license stamped with the official seal, the written power of attorney issued by the legal representative of the legal person shareholder unit according to law (Annex II), the identity certificate of the legal representative and the shareholder account card.
(3) Non local shareholders can register by letter or fax with the above relevant certificates. The letter or fax must be delivered to the company before 17:00 on April 11, 2022 (please indicate the words “general meeting of shareholders” in the letter); The company does not accept telephone registration.
(4) Shareholders participating in the meeting must carefully fill in the registration form of shareholders participating in the meeting (Annex III) and provide it together with the registration procedures for registration confirmation.
4. Registration place: Securities Department of the company, No. 3799, Gongye Road, Tangshan town, Huantai County, Zibo City, Shandong Province
Site registration location: Securities Department of the company, No. 3799, Gongye Road, Tangshan town, Huantai County, Zibo City, Shandong Province
Registered address of letter or fax: No. 3799, Gongye Road, Tangshan town, Huantai County, Zibo City, Shandong Province
5. Note: shareholders attending the on-site meeting shall arrive at the meeting place within half an hour before the meeting, and bring the original of identity certificate, stock account card, power of attorney, etc; In view of the need of epidemic prevention, those attending the on-site meeting should do a good job in health screening. At that time, please provide relevant certificates according to the latest local epidemic prevention policies. The company encourages shareholders to participate in the shareholders’ meeting through online voting.
6. Meeting contact information:
Contact: Zhang xiulei
Tel.: 05338514338
Contact Fax: 05338510195
mail box: [email protected].
Contact address: Securities Department of the company, No. 3799, Gongye Road, Tangshan town, Huantai County, Zibo City, Shandong Province
Postal Code: 256401
7. The board, lodging and transportation expenses of the participants in the shareholders’ meeting shall be borne by themselves.
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 operation process of online voting.
5、 Documents for future reference
1. Resolutions of the sixth meeting of the second board of directors of the company;
2. Resolution of the sixth meeting of the second board of supervisors of the company.
It is hereby announced.
Shandong Dongyue Organosilicon Materials Co.Ltd(300821) board of directors March 22, 2022 Annex I: specific process of online voting Annex II: power of attorney Annex III: registration form of shareholders’ Participation
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 350821;
2. Voting abbreviation: Dongyue voting.
3. Fill in the voting opinions or election votes
The proposal of this shareholders’ meeting is a non cumulative voting proposal. For the non cumulative voting proposal, fill in the voting opinions: agree, disagree and 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 12, 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. Voting time: the voting time of the Internet voting system is any time from 9:15 to 15:00 on April 12, 2022.
2. Shareholders who conduct online voting through the Internet voting system need to handle identity authentication in accordance with the provisions of the guidelines for online investor service identity authentication business of Shenzhen Stock Exchange (revised in 2016) and obtain the “digital certificate of the exchange” or “investor service password of Shenzhen Stock Exchange”. 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.co m. C n) vote through the Internet voting system of the exchange within the specified time.
Annex II:
Power of attorney
I hereby authorize Mr. (Ms.) to attend the 2021 annual general meeting of shareholders of Shandong Dongyue silicone materials Co., Ltd. on behalf of me (the company) and exercise the voting right on behalf of me (the company). The trustee has the right to vote on the matters considered at the general meeting of shareholders in accordance with the instructions of this power of attorney, and sign the relevant documents to be signed at the general meeting of shareholders on its behalf.
The validity period of this power of attorney is from the date of signing this power of attorney to the end of this shareholders’ meeting.
The instructions of the client to the trustee are as follows:
