Securities code: Fujian Rongji Software Co.Ltd(002474) securities abbreviation: Fujian Rongji Software Co.Ltd(002474) Announcement No.: 2022010 Fujian Rongji Software Co.Ltd(002474)
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.
According to the decision of the 16th meeting of the 5th board of directors of Fujian Rongji Software Co.Ltd(002474) (hereinafter referred to as “the company” or “the company”), the 2021 annual general meeting of shareholders of the company is scheduled to be held on April 29, 2022. The relevant matters of the general meeting are hereby announced as follows:
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: 2021 annual general meeting of shareholders.
2. Convener: the 5th board of directors of the company. The 16th meeting of the 5th board of directors held on March 30, 2022 decided to hold the 2021 annual general meeting of shareholders on April 29, 2022.
3. Legality and compliance of the meeting: the convening and holding of this general meeting of shareholders comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents, business rules of Shenzhen Stock Exchange and the articles of association.
4. Date and time of the meeting:
On site meeting time: 14:00 PM, Friday, April 29, 2022
Online voting time: April 29, 2022
Among them, the specific time of 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 29, 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 29, 2022.
5. Meeting mode: this meeting is held by combining on-site voting and online voting. (1) On site meeting voting: shareholders attend the on-site meeting in person or entrust others to attend the on-site meeting through power of attorney to exercise their voting rights.
(2) Online voting: the company will vote through the trading system and Internet voting system of 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 can
To exercise voting rights through the above system during online voting time.
Shareholders of the company can only choose one of on-site voting and online voting. In case of repeated voting for the same voting right, the first voting result shall prevail.
6. Equity registration date: Friday, April 22, 2022
7. Attendee
(1) After closing on the afternoon of April 22, 2022 (equity registration date), it will be registered with China Securities Depository and Clearing Co., Ltd
Registered shareholders of Shenzhen Branch of the liability company or their authorized agents;
(2) Directors, supervisors and senior managers of the company;
(3) The company’s sponsor and the witness lawyer employed.
8. Venue: floor 3, block 15, block a, No. 89, software Avenue, Gulou District, Fuzhou, Fujian Fujian Rongji Software Co.Ltd(002474)
Conference room of the company limited by shares.
2、 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 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 profit distribution plan √
Discussion on the company’s 2021 internal control self evaluation report √
five
case
About the deposit and actual use of the company’s raised funds in 2021 √
six
Special report on the situation
7.00 proposal on the company’s 2021 annual report and its summary √
8.00 proposal on the proposed reappointment of the accounting firm in 2022 √
9.00 proposal on the prediction of the company’s daily connected transactions in 2022 √
10.00 proposal on applying to the bank for comprehensive credit line in 2022 √
11.00 about the remuneration of directors and senior managers of the company in 2022 √
Motion of the motion
12.00 proposal on using some idle raised funds for cash management √
13.00 proposal on using idle self owned funds for cash management √
14.00 proposal on Amending the articles of association √
15.00 proposal on Amending the rules of procedure of the board of directors √
16.00 proposal on Amending the rules of procedure of the general meeting of shareholders √
17.00 proposal on Amending the raised funds management system √
18.00 proposal on Revising the external guarantee management system √
19.00 proposal on Amending the related party transaction management system √
20.00 proposal on Amending the measures for the administration of foreign investment √
21.00 proposal on Revising the code of conduct of controlling shareholders and actual controllers √
22.00 proposal on Amending the working system of independent directors √
23.00 proposal on Amending the rules of procedure of the board of supervisors √
In addition to proposals 2 and 23, the above proposals have been deliberated and adopted at the 16th meeting of the Fifth Board of directors; The above proposals, except for proposals 1, 10, 11, 14, 15, 16, 17, 18, 19, 20, 21 and 22, have been deliberated and adopted at the 11th meeting of the 5th board of supervisors; Among them, proposals 4, 14, 15, 16 and 23 are special resolutions, which must be passed by two-thirds of the voting rights held by shareholders (including shareholders’ agents) attending the general meeting of shareholders.
If the above proposal 9 involves related matters, the relevant related shareholders attending the meeting must avoid voting, and shall not accept the entrustment of other shareholders to vote on this proposal; As the above proposal 11 involves the remuneration of all directors and senior executives of the company, based on the principle of prudence, shareholders serving as directors and senior executives of the company avoid voting, and such shareholders shall not accept the entrustment of other shareholders to vote on this proposal.
On April 1, 2022, the specific contents of the above proposal were published in the information disclosure media designated by the company, such as securities times, China Securities Journal, securities daily and cninfo.com（ http://www.cn.info.com.cn. ）Disclosure.
For the above proposals, the votes of small and medium-sized investors shall be counted separately and the voting results shall be disclosed in accordance with relevant regulations. Small and medium-sized investors refer to other shareholders except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company.
The independent directors of the company will report on their duties at the 2021 annual general meeting of shareholders of the company.
3、 On site meeting registration method
1. Registration method:
(1) Registration of corporate shareholders. If the legal representative of a legal person shareholder attends the meeting, he / she must go through the registration formalities with his / her ID card, a copy of his / her business license (with official seal affixed), a valid certificate of the qualification of the legal representative and the shareholder account card; If a proxy is authorized to attend the meeting, it shall go through the registration formalities with a copy of the business license (with official seal), the certificate of the legal representative, the power of attorney of the legal representative, the shareholder account card and the ID card of the proxy.
(2) Registration of natural person shareholders. If a natural person shareholder is present, he / she must go through the registration formalities with a shareholder’s account card or shareholding certificate and his / her ID card. An agent entrusted by a natural person shareholder to attend the meeting must hold the agent’s ID card, a copy of the entrusted shareholder’s ID card, a power of attorney, the principal’s shareholder account card or shareholding certificate when registering.
(3) Non local shareholders can register by written letter or fax (copies of relevant certificates must be provided). The letter registration of non local shareholders shall be subject to the date of local postmark, and telephone registration is not accepted.
2. Registration time: April 28, 2022 (9:00-11:00, 13:30-16:30).
3. Registration place: 3 / F, block 15, block a, No. 89, software Avenue, Gulou District, Fuzhou City, Fujian Province Fujian Rongji Software Co.Ltd(002474) securities department.
4. Meeting contact information:
Contact: Chen Lue
Tel: 059187303569
Fax: 059187869595
mail box: [email protected]. (please specify the subject of the email: registration of the general meeting of shareholders)
Address: 3 / F, block 15, block a, No. 89, software Avenue, Gulou District, Fuzhou, Fujian Fujian Rongji Software Co.Ltd(002474) securities department. （350003）
5. Note: on site registration on the day of the meeting is not accepted at this general meeting of shareholders. Shareholders and shareholders’ agents attending the meeting shall bring the original of relevant certificates to the meeting. The duration of the shareholders’ meeting is half a day, and the accommodation and transportation expenses of the participants shall be borne by themselves.
4、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide all shareholders with an online voting platform. Shareholders can vote through the trading system of Shenzhen Stock Exchange or the Internet voting system（ http://wltp.cn.info.com.cn. ）Participate in online voting. The specific operation process of online voting is shown in Annex I.
5、 Special tips
Affected by the outbreak of New Coronavirus pneumonia, in order to reduce crowd aggregation and protect shareholders’ health, the relevant matters needing attention at this shareholders’ meeting are as follows:
1. In order to reduce the risk of public health and personal infection, it is recommended that shareholders give priority to participating in the shareholders’ meeting by online voting.
2. In order to protect shareholders’ health and reduce the risk of infection, the on-site meeting place of the general meeting of shareholders shall carry out epidemic prevention and control on the entrants. The participants in the on-site meeting shall register and measure their body temperature, show “Health Code”, “travel code” and “nucleic acid negative certificate within 24 hours”. Shareholders and their agents who do not cooperate with the epidemic prevention work will not be able to enter the meeting site.
3. Shareholders and their agents attending the on-site meeting are requested to bring their own personal epidemic prevention supplies and take epidemic prevention measures on the way back and forth.
4. If lawyers are really unable to attend the meeting due to the impact of the epidemic, they can witness the shareholders’ meeting by video and other means.
6、 Documents for future reference
1. Resolutions of the 16th meeting of the 5th board of directors of the company;
2. Resolution of the 11th meeting of the 5th board of supervisors of the company.
It is hereby announced.
Fujian Rongji Software Co.Ltd(002474) board of directors April 1, 2022 Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 362474
2. Voting abbreviation: Rongji voting
3. Fill in voting opinions
(1) The proposal of the general meeting of shareholders is a non cumulative voting proposal, and the voting opinions are: agree, disagree and abstain;
(2) When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals. In case of repeated voting by shareholders on the same proposal, the first valid vote shall prevail. If the shareholder votes on the sub proposal first and then on the general proposal, the voting opinion of the sub 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 sub 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: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on April 29, 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 Internet voting system will start voting at any time during 9:15-15:00 on April 29, 2022.
2. Shareholders’ online voting through the Internet voting system shall be in accordance with
