Securities code: Talkweb Information System Co.Ltd(002261) securities abbreviation: Talkweb Information System Co.Ltd(002261) Announcement No.: 2022010 Talkweb Information System Co.Ltd(002261)
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 contents of the announcement are true, accurate and complete, and
Be liable for false records, misleading statements or major omissions in the.
According to the resolution of the 17th meeting of the seventh board of directors of Talkweb Information System Co.Ltd(002261) (hereinafter referred to as "the company"), the company will hold the first extraordinary general meeting of shareholders in 2022 at 14:30 p.m. on April 11, 2022 in the conference room on the second floor of the company's office building. The specific matters of the meeting are hereby notified as follows: I. Basic information of the meeting
1. Session of the general meeting of shareholders: the first extraordinary general meeting of shareholders of the company in 2022
2. Convener of the general meeting of shareholders: the board of directors of the company
3. Legality and compliance of the meeting: the proposal to convene this general meeting of shareholders was deliberated and adopted at the 17th meeting of the seventh board of directors held on March 23, 2022, and 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) On site meeting time: 14:30 PM, Monday, April 11, 2022
(2) Online voting time:
a. The specific time of online voting through Shenzhen securities trading system is 9:15 to 9:25 a.m., 9:30 to 11:30 p.m. and 13:00 to 15:00 p.m. on April 11, 2022;
b. The specific voting time of Shenzhen securities trading is from February 15, 2029 to February 15, 20204.
5. Convening method of the meeting: the shareholders' meeting is held by combining on-site voting and online voting. Only one of the on-site and online voting methods can be selected for the same voting right. In case of repeated voting for the same voting right, the first voting result shall prevail.
The company will provide shareholders with a voting platform in the form of network through the trading system of Shenzhen Stock Exchange and the Internet voting system. Shareholders of the company can exercise their voting rights through the above system during the online voting time, and the same share can only choose one of them.
6. Equity registration date: March 31, 2022 (Thursday)
7. Attendees:
(1) Ordinary shareholders or their agents who hold 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 may entrust an agent in writing to attend the meeting and vote. The agent of the shareholder does not need to be a shareholder of the company. (2) Directors, supervisors and senior managers of the company;
(3) Lawyers and other relevant staff employed by the company.
8. Venue of on-site meeting: conference room 2, second floor, Talkweb Information System Co.Ltd(002261) office building, No. 298, tongzipo West Road, Yuelu District, Changsha
1. The matters deliberated at this meeting have been submitted after being deliberated and approved at the 17th meeting of the seventh board of directors of the company, with legal procedures and complete materials. For details of the proposal, please refer to the company's publication in China Securities Journal, securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) on March 25, 2022 Announcement on the resolution of the 17th meeting of the seventh board of directors of the company.
2. The proposals of this meeting are as follows:
(1) Proposal on changing the purpose of raised funds.
According to the requirements of the rules for the general meeting of shareholders of listed companies (revised in 2022), the above proposals considered at this meeting will count the votes of small and medium-sized investors separately and disclose them publicly in time (small and medium-sized investors refer to shareholders other than the following shareholders: 1. Directors, supervisors and senior managers of listed companies; 2. Shareholders who individually or jointly hold more than 5% of the shares of listed companies). 3、 Proposal code table I: proposal code table of this shareholders' meeting:
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
1.00 proposal on changing the purpose of raised funds √
4、 Meeting registration items
1. Registration method:
(1) The registration of corporate shareholders shall be carried out with a copy of business license, valid certificate of legal representative qualification, personal ID card and shareholder account card; If an agent entrusted by the legal representative attends the meeting, he must hold the power of attorney of the legal representative, shareholder account card, business license and agent ID card.
(2) Individual shareholders must have their own ID card and stock account card for registration. If an agent is entrusted to attend the meeting, the agent's ID card, the entrusted shareholder's ID card, the power of attorney and the principal's stock account card must be present at the time of registration.
(3) Non local shareholders can register by written letter or fax (copies of relevant certificates shall be provided). The registration time shall be subject to the local postmark, and telephone registration is not accepted.
2. Registration time: 9:00-12:00, 14:00-16:00, April 8, 2022 (Friday)
3. Registration place: Talkweb Information System Co.Ltd(002261) Securities Department Office
4. Requirements for submission of documents when a person entrusted to exercise voting rights needs to register and vote: shareholders who are unable to attend the meeting for some reason may entrust an authorized agent to attend the meeting. If a proxy is entrusted to attend the meeting, the letter of authorization must clearly indicate the intention to approve or oppose each matter to be voted at the shareholders' meeting. If it is not clearly stated, it shall be deemed that the proxy has the right to vote on its own. 5. Meeting contact information:
Contact: Long Qi Tel / Fax: 073188668270
6. Meeting expenses: the transportation and accommodation expenses of the participants shall be borne by themselves. 5、 Specific operation methods 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 (website: http://wltp.cn.info.com.cn. ）See Annex 1 for the specific operation process of online voting.
Talkweb Information System Co.Ltd(002261) board of directors
March 25, 2022
Specific operation process of participating in online voting
1、 Procedures for online voting
1. The voting code is "362261", and the voting is referred to as "Tuowei voting".
2. Fill in the voting opinions
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
For cumulative voting proposals, fill in the number of election votes cast for a candidate. The shareholders of a listed company shall vote within the limit of the number of election votes of each proposal group they have. If the number of election votes cast by shareholders exceeds the number of election votes they have, or if the number of votes cast in the differential election exceeds the number of candidates, their election votes cast by the proposal group shall be deemed invalid. If you do not agree with a candidate, you can vote 0 for the candidate.
Table 2. List of election votes for candidates under cumulative voting system
Fill in the number of election votes cast for candidates
Vote X1 for candidate a
Vote x2 for candidate B
… …
The total number of election votes held by the shareholder shall not exceed
An example of the number of election votes held by shareholders under each proposal group is as follows:
① Election of independent directors (if equal amount election is adopted, the number of candidates to be elected is 3)
The number of voting votes held by shareholders = the total number of voting shares represented by shareholders × three
Shareholders can distribute the number of election votes among the three independent director candidates arbitrarily, but the total number of votes shall not exceed the number of election votes they have.
② Election of supervisors (if differential election is adopted, the number of supervisors to be elected is 2)
The number of voting votes held by shareholders = the total number of voting shares represented by shareholders × two
Shareholders may distribute the number of election votes they have arbitrarily among the two candidates for supervisors, but the total number of votes shall not exceed the number of election votes they have, and the number of votes cast shall not exceed 2.
3. 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. 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、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: trading time on April 11, 2022, i.e. 9:15 to 9:25 a.m., 9:30 to 11:30 a.m., 13:00 to 15:00 a.m.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
III Procedures for voting through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting at 9:15-15:00 on April 11, 2022.
2. For online voting through the Internet voting system, shareholders 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 "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 hereby authorize Mr. (Ms.) to attend the first extraordinary general meeting of shareholders in Talkweb Information System Co.Ltd(002261) 2022 on behalf of me (the company) and exercise the voting right on my behalf in accordance with the following instructions. If no instructions are given, the agent has the right to vote according to his own wishes.
(Note: please mark "√" under the corresponding voting opinions. If you don't mark or mark "√" more, it will be deemed as abstention)
Remarks on proposal preparation
Proposal Name: this column agrees with and opposes abstention code
100 total proposals: all proposals except cumulative voting proposals √
1.00 proposal on changing the purpose of raised funds √
Name of client (signature and seal):
Client's stock account card No.: shares held by the client:
Principal's ID number / business license number: the legal representative of the client unit (signature):
Signature of the client: the ID number of the trustee:
Date of entrustment: mm / DD / 2022. The entrustment period starts from the signing date of this power of attorney to the end of this shareholders' meeting. (Note: the power of attorney is valid for newspaper cutting, copying or self-made according to the above format; the unit entrustment must be stamped with the official seal of the unit)
