Stock Code: Tianshui Zhongxing Bio-Technology Co.Ltd(002772) stock abbreviation: Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Announcement No.: 2022029 bond Code: 128026 bond abbreviation: Zhongxing convertible bond
Tianshui Zhongxing Bio-Technology Co.Ltd(002772)
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.
Tianshui Zhongxing Bio-Technology Co.Ltd(002772) (hereinafter referred to as “the company”) in accordance with the relevant provisions of the articles of association and the rules of procedure of the general meeting of shareholders of the company, the 12th meeting of the Fourth Board of directors decided to convene the 2021 annual general meeting of shareholders of the company on April 15, 2022. The relevant matters of the meeting are hereby notified as follows:
1、 Basic information of the meeting
(I) session of the general meeting of shareholders
This general meeting is the 2021 annual general meeting of the company.
(II) convener of the general meeting of shareholders
The board of directors of the company. On March 23, 2022, the company held the 12th meeting of the 4th board of directors, deliberated and adopted the proposal on convening the 2021 annual general meeting of shareholders of the company.
(III) legality and compliance of the meeting
The meeting was convened and held in accordance with the company law of the people’s Republic of China, the Tianshui Zhongxing Bio-Technology Co.Ltd(002772) articles of association and other relevant laws and regulations.
(IV) date and time of the meeting
1. Date and time of on-site meeting: from 2:30 pm on Friday, April 15, 2022; 2. Date and time of online voting: Friday, April 15, 2022. The specific time of online voting through the trading system of Shenzhen stock exchange is 9:15-9:25 a.m., 9:30-11:30 p.m. and 1:00-3:00 p.m. on April 15, 2022; Through the Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Online voting starts at 9:15 a.m. on April 15, 2022 and ends at 3:00 p.m. on April 15, 2022.
(V) convening method of the meeting
This general meeting of shareholders adopts the combination of on-site voting and online voting. The company will provide online voting platform to the shareholders of the company through the trading system and Internet voting system of Shenzhen Stock Exchange. The shareholders of the company can exercise their voting rights through the trading system or Internet voting system of Shenzhen stock exchange during the above online voting time. Only one of the on-site or online voting methods can be selected for the same voting right; In case of repeated voting of the same voting right, the first voting result shall prevail.
(VI) equity registration date of the meeting
Monday, April 11, 2022
(VII) attendees
1. Shareholders holding shares of the company on the equity registration date
As of the closing of the afternoon of April 11, 2022, the equity registration date, all ordinary 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. Shareholders who are unable to attend the on-site meeting in person for some reason can entrust an agent to attend the meeting and vote in writing, and the shareholder agent does not have to be a shareholder of the company (see Annex II for the power of attorney).
2. All 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
(VIII) meeting place
Conference room of Tianshui national agricultural science and Technology Park (Zhongtan Town, Maiji District)
2、 Matters considered at the meeting
(I) matters considered at the 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 reviewing the work report of the board of directors in 2021 √
2.00 proposal on reviewing the work report of the board of supervisors in 2021 √
3.00 proposal on reviewing the financial final accounts report of 2021 √
4.00 special report on reviewing the annual deposit and actual use of raised funds √
Proposal to report to the general assembly
5.00 proposal on reviewing the self evaluation report on internal control in 2021 √
Proposal on profit distribution in 2021
7.00 discussion on review of 2021 annual report and 2021 annual report summary √
Case
8.00 proposal on the proposed renewal of the company’s audit institution in 2022 √
9.00 “on the review of remuneration (allowance) performance of directors and senior managers in 2022 √
Proposal on “effective scheme”
10.00 proposal on reviewing the performance plan for remuneration (allowance) of supervisors in 2022 √
11.00 √ on applying for comprehensive credit line from banks and other financial institutions in 2022
Proposal
12.00 proposal on providing guarantee amount for subsidiaries in 2022 √
13.00 proposal on using some idle self owned funds for entrusted financial management √
14.00 proposal on shareholder return planning for the next three years (20222024) √
15.00 settlement of some investment projects with raised funds and permanent √ of the surplus raised funds
Proposal on supplementary liquidity
In addition to considering the above proposals, as one of the agenda of this annual general meeting of shareholders, Ms. Peng Ling, Mr. Ju Ming and Mr. Liu ya, independent directors of the board of directors, will make a report on their work in 2021 at the meeting.
(II) disclosure
For details of the above motion, please refer to the securities times, China Securities Journal and cninfo on March 24, 2022（ http://www.cn.info.com.cn. ）Relevant contents on.
(III) special emphasis
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. See Annex I for the specific operation process of online voting.
In accordance with the relevant provisions of the rules for the general meeting of shareholders of listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the articles of association, the votes of small and medium-sized investors are counted and disclosed separately in the proposals deliberated at this meeting. Small and medium-sized investors refer to directors, supervisors and Senior managers and shareholders other than those who individually or jointly hold more than 5% of the shares of the company. 3、 Meeting registration method
(I) registration method
Registration method: on-site registration, registration by letter, e-mail or fax.
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 go through the registration formalities with his / her ID card and the copy of the business license of the legal person shareholder stamped with the official seal; If the legal representative entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the ID card of the agent, the power of attorney issued by the legal representative and the copy of the business license of the legal person shareholder stamped with the official seal.
2. Natural person shareholders shall go through the registration procedures with their own ID card and shareholder account card; If a natural person shareholder entrusts an agent to attend the meeting, the agent shall go through the registration formalities with his own ID card, power of attorney, client’s shareholder account card and copy of client’s ID card.
3. Non local shareholders can register by letter, e-mail or fax with the above certificates, subject to the time when the materials are delivered to the company.
(II) registration time
Tuesday, April 12, 2022: 9:00-11:30 am, 2:00-4:30 PM. Email or letter shall be subject to the time of arrival at the company.
(III) place of registration
Conference room of Tianshui national agricultural science and Technology Park (Zhongtan Town, Maiji District)
(IV) meeting contact information
1. Contact: Qian Xiaoli
2. Tel: 09382851611
3. Fax: 09382855051
4. Email: [email protected].
5. Postal Code: 741030
6. Contact address: Tianshui national agricultural science and Technology Park, Zhongtan Town, Maiji District, Tianshui City, Gansu Province
(V) other matters
The board, lodging and transportation expenses of shareholders and agents attending the meeting shall be borne by themselves.
4、 Specific operation process of participating in online voting
The general meeting of shareholders provides all shareholders with a voting platform in the form of network. Shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Participate in voting, and the specific operation process of online voting is shown in Annex I.
5、 Documents for future reference
1. Resolution of the 12th meeting of Tianshui Zhongxing Bio-Technology Co.Ltd(002772) the 4th board of directors; 2. Resolution of the 6th meeting of Tianshui Zhongxing Bio-Technology Co.Ltd(002772) the 4th board of supervisors; It is hereby announced
Tianshui Zhongxing Bio-Technology Co.Ltd(002772) board of directors March 23, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 362772, voting abbreviation: “Zhongxing voting”.
2. Number of voting opinions or election votes on the proposal
(1) The proposals of this shareholders’ meeting are non cumulative voting proposals, and the voting opinions are filled in: agree, disagree and abstain. This general meeting of shareholders has a general proposal. Shareholders voting on the general proposal is deemed to vote on all proposals (i.e. proposals 1.00-15.00) except cumulative voting proposals.
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.
(2) Voting on the same proposal shall be subject to the first valid vote.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: 9:15-9:25 am, 9:30-11:30 PM and 1:00-3:00 pm on April 15, 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. Through the Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Online voting starts at 9:15 a.m. on April 15, 2022 and ends at 3:00 p.m. on April 15, 2022.
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’ online services of Shenzhen Stock Exchange (revised in April 2016) 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 II:
Power of attorney
To: Tianshui Zhongxing Bio-Technology Co.Ltd(002772)
I hereby entrust Mr. (Ms.) to attend Tianshui on behalf of me / my unit
Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Technology Co., Ltd. held the 2021 annual general meeting of shareholders and exercised the voting rights on behalf of it. The trustee has the right to
Vote on all proposals considered at this meeting in accordance with the instructions of this power of attorney and sign on behalf of them
