Securities code: Joyvio Food Co.Ltd(300268) securities abbreviation: Joyvio Food Co.Ltd(300268) Announcement No.: 2022020 Joyvio Food Co.Ltd(300268)
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.
Joyvio Food Co.Ltd(300268) (hereinafter referred to as "the company") convened the 15th meeting of the 4th board of directors on April 6, 2022, deliberated and adopted the proposal on proposing to convene the 2021 annual general meeting of shareholders. The company decided to convene the 2021 annual general meeting of shareholders on Thursday, April 28, 2022. The convening of this general meeting of shareholders was in accordance with the company law, rules for general meetings of listed companies and other laws Normative documents and relevant provisions of the articles of association. The relevant matters of the meeting are hereby notified as follows:
1、 Basic information of the meeting
1. Session: 2021 annual general meeting of shareholders
2. Convener: Board of directors
3. Legality and compliance of the meeting: after deliberation and approval at the 15th meeting of the Fourth Board of directors, the company decided to hold the 2021 annual general meeting of shareholders. The meeting was held in accordance with relevant laws, administrative regulations, departmental rules, normative documents and the relevant provisions and requirements of the articles of Association.
4. Date and time of the meeting:
On site meeting time: 10:30 a.m. on Thursday, April 28, 2022.
Date and time of online voting: April 28, 2022.
Among them, the voting time through Shenzhen securities trading system is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on April 28, 2022; The specific time for online voting through the Internet of Shenzhen stock exchange is any time between 9:15-15:00 on April 28, 2022.
5. Meeting mode: the combination of on-site voting and online voting.
(1) On site voting: including attending in person and authorizing others to attend by filling in the power of attorney.
(2) Online voting: the company will vote through Shenzhen securities trading system and Internet（ 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 exercise their voting rights through the above system during the online voting time.
Shareholders of the company shall choose one of on-site voting and online voting. In case of repeated voting of the same voting right, the first voting result shall prevail.
6. Equity registration date of the meeting: April 21, 2022
7. Meeting attendees
(1) By the end of the afternoon of April 21, 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, and can entrust an agent to attend the meeting and vote in writing. The shareholder agent does not have to be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company.
(3) A lawyer employed by the company.
(4) Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
8. Venue: conference room of Beiyuan Hotel, yard 6, Shuangying Road, Chaoyang District, Beijing.
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 work report of the board of directors in 2021 √
2.00 work report of the board of supervisors in 2021 √
3.00 company's 2021 annual financial statement report √
4.00 full text and summary of 2021 annual report √
5.00 proposal on uncovered losses reaching one third of the total paid in share capital √
6.00 proposal on profit distribution in 2021 √
7.00 proposal on the expected daily connected transaction quota in 2022 √
8.00 proposal on applying for comprehensive credit line and providing guarantee in 2022 √
9.00 proposal on using idle self owned funds to carry out financial management business √
10.00 proposal on Amending the articles of association √
11.00 proposal on Amending the rules of procedure of the general meeting of shareholders √
12.00 proposal on Amending the rules of procedure of the board of directors √
13.00 proposal on Amending the rules of procedure of the board of supervisors √
Proposal on the amendment of the company's independent director system
15.00 proposal on formulating the management system of related party transactions of the company √
16.00 proposal on formulating the online voting management system of the company's general meeting of shareholders √
17.00 proposal on adjusting the establishment of special committees under the board of directors √
Cumulative vote proposal 18 is an equal vote
18.00 the number of persons to be elected in the proposal on by election of non employee representative supervisors is 1
18.01 proposal on by election of Mr. Wang Weiyong as non employee representative supervisor √
The above proposals 1 and 3-9 have been deliberated and adopted at the 15th meeting of the Fourth Board of directors of the company; Proposals 2-9 have been deliberated and adopted at the 13th meeting of the 4th board of supervisors of the company; Proposals 10-12 and 14-16 have been deliberated and adopted at the 14th interim meeting of the Fourth Board of directors of the company; Proposal 13 and proposal 18 have been deliberated and adopted at the 12th interim meeting of the Fourth Board of supervisors of the company; Proposal 17 has been deliberated and adopted at the 10th meeting of the 4th board of directors of the company.
For details, please refer to the relevant announcements disclosed by the company on cninfo.com on September 7, 2021, March 25, 2022 and April 8, 2022. The then independent directors of the company will report on the work of 2021 at this general meeting of shareholders.
The above proposal 7 must be avoided by the related shareholders; The above proposals 10-13 must be adopted by more than two-thirds of the voting rights held by the shareholders attending the meeting.
The above proposals 18 must be voted on one by one; The above-mentioned proposal 18 shall be voted by cumulative voting. The number of election votes owned by shareholders shall be the number of shares with voting rights multiplied by the number of candidates to be elected. Shareholders can distribute the number of election votes among candidates (0 votes can be cast), but the total number shall not exceed the number of election votes they own.
The above proposals must be counted separately for small and medium-sized investors.
3、 Meeting registration and other matters
1. Registration method:
Shareholders can register on site, by letter or by fax (if registered by letter or fax, please confirm by telephone).
(1) Natural person shareholders shall register with their own valid ID card and shareholder account card, and the entrusted agent must handle the registration formalities with the power of attorney, the principal's ID card, the agent's ID card and the principal's shareholder account card.
(2) If the legal representative of a legal person shareholder attends the meeting, it shall register with a copy of the business license (with official seal), the ID card of the legal representative and the securities account card of the legal person; If the entrusted agent attends the meeting, it is required to hold a copy of the business license (with official seal), a copy of the ID card of the legal representative, the power of attorney of the legal person, the securities account card of the legal person and the ID card of the agent for registration.
2. Registration time: 9:00-17:00, April 25, 2022
3. Registration place: 10 / F, North Tower, aviation technology building, No. 58, Beiyuan Road, Chaoyang District, Beijing
4. Meeting contact information
Contact: Wu Shuang, Yang Yang
Tel: 01057058362
mail box: [email protected].
Mailing address: 10 / F, North Tower, aviation technology building, No. 58, Beiyuan Road, Chaoyang District, Beijing
Postal Code: 100020 (please indicate the words of general meeting of shareholders in the letter.)
The on-site meeting of the general meeting of shareholders lasts for half a day, and the participants shall bear their own expenses such as accommodation and transportation.
5. Precautions
(1) in accordance with the notice of the Shenzhen Stock Exchange on the strong support of the market players and other market players in resolutely winning the battle against New Coronavirus infection and blocking the epidemic situation, in order to cooperate with the current epidemic prevention and control work and protect the health and safety of shareholders and participants, the company encourages and recommends that all shareholders choose to participate in the shareholders' meeting through Internet voting.
(2) Shareholders and shareholders' agents who intend to attend the meeting must pay attention to and comply with the prevention and control requirements of covid-19 epidemic in Beijing in advance. The company will strictly comply with the relevant epidemic prevention and control requirements, and strictly register and manage the on-site shareholders. The on-site shareholders and shareholders' agents must wear masks, accept temperature detection, show health codes, electronic travel cards and truthfully and completely register personal relevant information. Shareholders and their agents who do not meet the relevant provisions and requirements of epidemic prevention and control will not be able to enter the meeting site.
4、 Specific operation process of participating in online voting
At this shareholders' meeting, shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange (address: http://wltp.cn.info.com.cn. ）Vote.
See Annex I for the specific operation process of online voting.
5、 Documents for future reference
1. Resolution of the 15th meeting of the 4th board of directors.
It is hereby announced.
Annex III: detailed operation procedure of shareholders' voting authorization form
Joyvio Food Co.Ltd(300268) board of directors
April 8, 2022 Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation: the voting code is "350268", and the voting abbreviation is "jiawo voting". 2. Fill in the voting opinions or election votes.
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.
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:
Election of supervisors (if proposal 18 is adopted, the number of supervisors to be elected is 1)
