Stock Code: Yunnan Baiyao Group Co.Ltd(000538) stock abbreviation: Yunnan Baiyao Group Co.Ltd(000538) Announcement No.: 202221 Yunnan Baiyao Group Co.Ltd(000538)
Notice on convening the 2021 annual general meeting of shareholders
Important note: the company and all members of its board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Yunnan Baiyao Group Co.Ltd(000538) (hereinafter referred to as “the company”) passed the deliberation at the fourth meeting of the ninth board of directors in 2022 and decided to hold the 2021 annual general meeting of shareholders on April 20, 2022. The relevant matters of this shareholders’ meeting are hereby notified as follows:
1、 Basic information of the meeting
(I) session of the general meeting of shareholders: 2021 annual general meeting of shareholders.
(II) convener: the 9th board of directors of the company. After deliberation and approval of the fourth meeting of the ninth board of directors in 2022, it is decided to convene the 2021 annual general meeting of shareholders.
(III) legality and compliance of the meeting: the convening of the shareholders’ meeting complies with the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange, the articles of association and other relevant provisions.
(IV) meeting time:
On site meeting time: from 9:30 a.m. on April 20, 2022.
Online voting time:
1. The time for online voting through the trading system of Shenzhen stock exchange is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on April 20, 2022;
2. The time for voting through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on April 20, 2022.
(V) convening method of the meeting: the general meeting of shareholders is held by combining on-site voting and online voting. The company will use the trading system of Shenzhen Stock Exchange and Internet voting system( 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 within the specified online voting time.
(VI) equity registration date: April 13, 2022
(VII) attendees:
1. As of 15:00 p.m. on April 13, 2022, 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. A shareholder who is unable to attend the meeting for some reason may entrust an authorized agent in writing (the form of power of attorney is attached) to attend the on-site meeting and vote. The shareholder agent does not have to be a shareholder of the company or participate in online voting during online voting time;
2. The current 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) venue of on-site meeting: Baoxiang hall on the second floor of Yunnan Baiyao Group Co.Ltd(000538) Baiyao space, No. 3686 Yunnan Baiyao Group Co.Ltd(000538) street, Chenggong District, Kunming.
2、 Meeting content
(I) the deliberation items are as follows:
Table 1: name and code of the proposal of the general meeting of shareholders
remarks
Proposal code proposal name column checked
You 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 financial final accounts report of 2021 √
4.00 proposal on 2021 annual report and its summary √
5.00 proposal on 2021 profit distribution plan √
6.00 proposal on financial budget report of 2022 √
The first proposal, the third proposal to the sixth proposal have been deliberated and adopted at the fourth meeting of the ninth board of directors in 2022. For details, the company published them in the securities times, Shanghai Securities News, China Securities News and cninfo on March 26, 2022 http://www.cn.info.com.cn. The announcement on the resolution of the fourth meeting of the ninth board of directors in 2022 and the annual report of 2021 disclosed; The second proposal has been deliberated and adopted at the first meeting of the ninth board of supervisors in 2022. For details, see the announcement of the resolution of the first meeting of the ninth board of supervisors in 2022 and the work report of the board of supervisors in 2021 disclosed on the same day. (II) work report of independent directors in 2021 (non deliberative matters)
The independent directors of the company will report on their work in 2021 at this shareholders’ meeting.
3、 Meeting registration and other matters
(I) registration method of shareholders attending the on-site meeting
1. Eligible natural person shareholders shall show their ID card and shareholder account card; If the agent attends the meeting, the agent shall show his ID card, power of attorney, ID card of the authorizer and shareholder account card. (see Annex II for power of attorney)
2. If the qualified legal person shareholder is represented by the legal representative, he / she shall present his / her ID card, copy of business license, certificate of legal representative and shareholder account card; If the agent attends the meeting, the agent shall present his ID card, power of attorney of legal person, copy of business license with official seal, certificate of legal representative and shareholder account to go through the registration formalities. (see Annex II for power of attorney)
3. Non local shareholders can register through Yunnan Baiyao Group Co.Ltd(000538) shareholders’ meeting registration system and fax. If you choose to register by fax, please confirm with the company by phone after sending the fax.
Shareholders can choose to log in through the following website or scan the QR code below to log in to Yunnan Baiyao Group Co.Ltd(000538) shareholders’ meeting registration system:
https://eseb.cn./T00AZ8FKMg
4. Shareholders participating in online voting do not need to register.
(II) registration time: 9:00-11:00 a.m. and 14:00-17:00 p.m. on April 14 and April 15, 2022.
(III) registration place: Securities Department, room 3001, office building of Yunnan Baiyao Group Co.Ltd(000538) group headquarters, No. 3686 Yunnan Baiyao Group Co.Ltd(000538) street, Chenggong District, Kunming.
(IV) registered contacts: Gui Boxiang, Li Mengjue
Tel: (0871) 66226106 Fax: (0871) 66203531
Post code: 650500 email: Yunnan Baiyao Group Co.Ltd(000538) @ynby.cn.
(V) meeting expenses: the board, lodging and transportation expenses of the participating shareholders shall be borne by themselves.
(VI) during online voting, if the voting system is affected by major emergencies, the process of the shareholders’ meeting shall be carried out in accordance with the notice of the day.
4、 Specific operation process of participating in online voting
This extraordinary general meeting of shareholders adopts the combination of on-site voting and online voting. Shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system( http://wltp.cn.info.com.cn. )The specific operation process of voting and online voting (see Annex I).
5、 Documents for future reference
(I) resolutions of the fourth meeting of the ninth board of directors in 2022;
(II) resolutions of the first meeting of the ninth board of supervisors in 2022;
It is hereby notified
Yunnan Baiyao Group Co.Ltd(000538) board of directors
March 24, 2022
Annex I: specific operation process of participating in online voting
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 360538; Voting abbreviation: Baiyao voting
2. Fill in the number of voting opinions or election votes:
(1) The voting proposals of this general meeting of shareholders are non cumulative voting proposals. The general meeting of shareholders set up a “general proposal” for a number of proposals.
(2) The voting opinions of non cumulative voting proposals are: agree, disagree and abstain.
(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 20, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00.
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. The Internet voting system starts voting at 9:15 a.m. on April 20, 2022 (the day of the on-site general meeting) and ends at 3:00 p.m. on April 20, 2022 (the day of the end of the on-site general meeting).
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 “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
Power of attorney
I hereby authorize Mr. (Ms.) to attend the Yunnan Baiyao Group Co.Ltd(000538) 2021 annual general meeting of shareholders on behalf of my unit (person) and exercise the voting right on the proposal of the meeting in accordance with the authorization. For matters not specifically authorized, the trustee shall exercise the voting right in accordance with its own wishes.
Signature of the client (signature): ID number:
Account number of the trustor’s shareholder: number of shares held by the trustor:
Signature of the trustee: ID number:
Date of entrustment: mm / DD / yy
Term of validity: mm / DD / yyyy to mm / DD / yyyy
Delegated authority:
with
Remarks of proposal: objection waiver proposal name meaning
Code the checked column of this column
You 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 financial final accounts report of 2021 √
4.00 proposal on 2021 annual report and its summary √
5.00 proposal on 2021 profit distribution plan √
6.00 about