Securities code: Yunnan Tourism Co.Ltd(002059) securities abbreviation: Yunnan Tourism Co.Ltd(002059) Announcement No.: 2022015 Yunnan Tourism Co.Ltd(002059)
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.
Yunnan Tourism Co.Ltd(002059) (hereinafter referred to as “the company”) held the 28th meeting of the 7th board of directors on March 28, 2022, deliberated and adopted the proposal on convening the 2021 annual general meeting of shareholders, and now the relevant matters of the meeting are notified as follows:
1、 Basic information of the meeting
(I) convening time of this general meeting of shareholders:
1. On site meeting time: 14:30 PM, April 20, 2022;
Online voting time: April 20, 2022
The specific time of 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; The time for voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on April 20, 2022.
(II) equity registration date: April 14, 2022.
(III) venue of the on-site meeting: conference room, 17th floor, unit 1, building B, low carbon center, Expo eco city, Panlong District, Kunming, Yunnan Province
(IV) convener: the board of directors of the company
(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 shareholders of the company through the trading system of Shenzhen Stock Exchange and Internet voting system. Shareholders can exercise their voting rights through the above system during online voting time.
(VI) way of attending the meeting: shareholders of the company can only choose one of on-site, online or other voting methods. In case of repeated voting of the same voting right, the first voting result shall prevail.
(VII) participants
1. At the closing of the market on the afternoon of April 14, 2022, 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 and proxies can attend the meeting in person, but they can’t attend the meeting in written form (Annex 2)
2. Directors, supervisors and senior managers of the company;
3. Lawyers employed by the company;
2、 Matters to be considered at this general meeting
(I) the proposals considered at this shareholders’ meeting are as follows:
1. Review the proposal of the company’s 2021 annual report and its summary;
2. Review the 2021 profit distribution proposal of the company;
3. Review the work report of the board of directors of the company in 2021;
4. Review the work report of the board of supervisors in 2021;
5. Review the company’s financial final accounts in 2021 and financial budget report in 2022;
6. Review the proposal of the company on financing demand in 2022;
7. Review the proposal of the company’s daily connected transactions in 2022;
8. Review the proposal of the company on the amount of financial assistance to subordinate enterprises in 2022;
9. Review the proposal of the company on the renewal of the 2022 audit institution;
10. Review the proposal of the company on Amending the articles of Association;
11. Review the company’s proposal on Amending the rules of procedure of the general meeting of shareholders
12. Review the company’s proposal on Amending the rules of procedure of the board of directors.
In addition to the above proposals, we will also hear the report on the work of independent directors in 2021.
(II) disclosure:
The above proposal has been deliberated and adopted at the 28th meeting of the 7th board of directors and the 22nd Meeting of the 7th board of supervisors. Please refer to the specific contents of the proposal published on cninfo.com on March 30, 2022（ http://www.cn.info.com.cn. ）Announcement on the resolution of the 28th meeting of the seventh board of directors (Announcement No.: 2022007), announcement on the resolution of the 22nd Meeting of the seventh board of supervisors (Announcement No.: 2022008) and other announcements.
(III) the above proposals 2, 5, 7, 8, 9 and 10 require separate vote counting for small and medium-sized investors holding less than 5% (excluding 5%).
(IV) Yunnan World Expo tourism Holding Group Co., Ltd., OCT Group Co., Ltd. and Li Jian need to avoid voting on the above proposals 7 and 8.
(V) the above-mentioned proposal 10 shall be adopted by special resolution with more than two-thirds of the effective voting rights held by the shareholders attending the meeting.
(VI) proposal code
The proposal code of this shareholders’ meeting is shown in the table below. Shareholders are requested to vote according to the proposal code.
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 for the company’s 2021 annual report and its summary √
2.00 profit distribution proposal of the company in 2021 √
3.00 work report of the board of directors in 2021 √
4.00 work report of the board of supervisors in 2021 √
5.00 financial final accounts of the company in 2021 and financial budget report in 2022 √
6.00 proposal of the company on financing demand in 2022 √
7.00 proposal of the company for daily connected transactions in 2022 √
The company’s decision on providing financial assistance to subordinate enterprises in 2022
8.00 √
Proposal on credit limit
9.00 proposal of the company on renewing the employment of the company’s audit institution in 2022 √
10.00 proposal of the company on Amending the articles of association √
11.00 proposal of the company on Amending the rules of procedure of the general meeting of shareholders √
12.00 proposal of the company on Amending the rules of procedure of the board of directors √
3、 Meeting registration and other matters
(I) registration method: on-site registration, registration by letter or fax.
1. Registration of legal person shareholders: if the legal representative of legal person shareholders is present, they must go through the registration formalities with their own ID card, shareholder account card, copy of business license stamped with the company’s official seal and certificate of legal representative; If the entrusted agent is present, the entrusted agent shall go through the registration formalities on the strength of the original ID card, the power of attorney, the securities account card of the principal and the copy of the business license stamped with the official seal of the principal.
2. Registration of natural person shareholders: if natural person shareholders attend, they must go through the registration formalities with their own ID card and shareholder account card; If the entrusted agent attends, the entrusted agent shall go through the registration formalities on the strength of the original ID card, the power of attorney and the securities account card of the principal.
3. Non local shareholders can register by letter or fax with the above relevant certificates, and do not accept telephone registration. The letter or fax must be delivered to the company before 16:30 on April 19, 2022.
For registration by letter, please send the letter to the securities department, 16 / F, unit 1, building B, low carbon center, Expo eco city, Panlong District, Kunming, Yunnan Province, zip code: 650224. Please indicate the words “2021 annual general meeting of shareholders” in the letter. (II) registration time: April 19, 2022 (9:00-11:00 a.m. and 14:00-16:00 p.m.); (III) registration place: 16 / F, unit 1, building B, Expo eco city low carbon center, Panlong District, Kunming, Yunnan Yunnan Tourism Co.Ltd(002059) financial internal control center.
(IV) meeting contact information:
Contact: Liu Wei, Zhang Yun
Tel: 087165012363
Fax: 087165012141
Mailing address: 16th floor, unit 1, building B, low carbon center, Expo eco city, Panlong District, Kunming, Yunnan Yunnan Tourism Co.Ltd(002059)
Post code: 650224
(V) others: the transportation, accommodation and other expenses of the shareholders or their agents attending the meeting shall be borne by themselves; Shareholders or shareholders’ agents attending the on-site meeting shall carry relevant certificates to register and attend the meeting according to the requirements of the meeting registration method.
4、 Specific procedures for participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system (address: http://wltp.cn.info.com.cn. ）Vote. The specific operation process of online voting is shown in Annex I).
5、 Documents for future reference
(I) resolution of the 28th meeting of Yunnan Tourism Co.Ltd(002059) the 7th board of directors;
(II) resolution of the 22nd Meeting of Yunnan Tourism Co.Ltd(002059) the 7th board of supervisors.
6、 Attachment
Annex I: specific operation process of participating in online voting
Annex II: power of attorney
It is hereby announced
Yunnan Tourism Co.Ltd(002059) board of directors
March 30, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation of ordinary shares: the voting code is “362059”, and the voting is referred to as “cloud travel voting”.
2. Fill in the voting opinions.
The proposals of this general meeting of shareholders are non cumulative voting proposals, and the voting opinions shall be filled in: 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、 Voting procedures of Shenzhen Stock Exchange
1. Voting time: 9:15-9:25 am, 9:30-11:30 PM and 13:00-15:00 pm on April 20, 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. The starting and ending voting time of the Internet voting system is any time from 9:15 a.m. to 15:00 p.m. on April 20, 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 “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:
Yunnan Tourism Co.Ltd(002059)
Power of attorney for 2021 annual general meeting
I hereby entrust Mr. / Ms. to attend Yunnan Tourism Co.Ltd(002059) Co., Ltd. on behalf of me (my unit)
At the 2021 annual general meeting of shareholders, the company, on behalf of myself (the company), exercised the voting right on the following proposals in accordance with the following instructions, and signed the relevant documents to be signed at the meeting on behalf of me.
Remarks voting opinions
Proposal code proposal name column checked
You can vote against abstention
Total proposals: proposals other than cumulative voting proposals
one hundred
