Securities code: Shenzhen Cotran New Material Co.Ltd(300731) securities abbreviation: Shenzhen Cotran New Material Co.Ltd(300731) Announcement No.: 2022016 Shenzhen Cotran New Material Co.Ltd(300731)
Notice on convening the 2021 annual general meeting of shareholders
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: 2021 annual general meeting of shareholders
2. Convener of the general meeting of shareholders: the third board of directors of the company. The company held the sixth meeting of the third board of directors on April 8, 2022, deliberated and adopted the proposal on proposing to convene the 2021 annual general meeting of shareholders. 3. Legality and compliance of the meeting: the matters related to the convening of the 2021 annual general meeting of shareholders of the company have been deliberated and adopted at the sixth meeting of the third board of directors of the company, and the convening procedures comply with the requirements of relevant laws, regulations, normative documents and the articles of Association.
4. Date and time of the meeting:
(1) On site meeting time: 14:30 PM, Friday, April 29, 2022
(2) Online voting time:
The specific time of online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25 a.m., 9:30-11:30 a.m. and 13:00-15:00 p.m. on April 29, 2022;
The specific time of online 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 29, 2022.
5. Convening method of the meeting: the shareholders’ meeting is held by combining on-site voting and online voting.
(1) On site voting: shareholders attend the on-site meeting in person or entrust others to attend the on-site meeting through a power of attorney (see Annex I).
(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 shareholders with online voting platform. The shareholders of the company shall conduct online voting through the trading system of Shenzhen Stock Exchange or the Internet voting system within the time limit specified in this notice.
The same share can only 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: Friday, April 22, 2022
7. Attendees:
(1) When the Shenzhen Stock Exchange closes on the afternoon of the equity registration day, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited who have issued voting shares have the right to attend the general meeting of shareholders, and can entrust an agent in writing to attend the meeting and vote. The shareholder agent does not have to be a shareholder of the company;
(2) 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.
8. Venue of the on-site meeting: the multi-functional conference hall on the second floor of plant 2, Fuchuan science and Technology Park, Tongfu Industrial Park, Zhenmei community, Xinhu street, Guangming District, Shenzhen.
2、 General Assembly deliberations
Consider the following proposals one by one:
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 company’s 2021 annual report and its summary √
2.00 proposal on the work report of the board of directors in 2021 √
3.00 proposal on the work report of the board of supervisors in 2021 √
4.00 proposal on the company’s financial statement report in 2021 √
5.00 proposal on the company’s profit distribution plan for 2021 √
6.00 on the deposit and actual use of the company’s raised funds in 2021 √
Special report on the project
7.00 about the company’s occupation of non operating funds and other connections in 2021 √
Proposal on special description of capital transactions
8.00 proposal on the remuneration scheme of the company’s directors and supervisors in 2021 √
9.00 proposal on Amending the articles of association and related systems √
10.00 on cancellation of some stock options and repurchase of some restricted shares √
Proposal for
11.00 proposal for the general meeting of shareholders to authorize the board of directors to handle microfinance √
Proposal on Relevant Issues
12.00 shareholders’ dividend return in the next three years (20222024) √
Proposal on Planning
A total of 12 proposals were considered at this meeting.
Special notes: (1) among the above proposals, items 9-12 of the proposals are special resolutions, which shall be valid only if more than two-thirds of the voting rights held by shareholders (including shareholders’ agents) attending the general meeting of shareholders are passed; Items 1-8 of the proposal are voting matters of ordinary resolutions, which shall be valid only after being approved by more than half of the voting rights held by the shareholders attending the general meeting of shareholders; Items 5-8 and 10-12 of the proposal are major issues affecting the interests of small and medium-sized investors, and the independent directors of the company have expressed their independent opinions on the proposal.
All the above proposals will count the votes of small and medium-sized investors separately and disclose them to the public in a timely manner (small and medium-sized investors refer to shareholders other than the following shareholders: directors, supervisors and senior managers of listed companies; shareholders who individually or jointly hold more than 5% of the shares of listed companies).
(2) In addition to the above-mentioned proposal 8, other proposals have been deliberated and adopted at the sixth meeting of the third board of directors and the fifth meeting of the third board of supervisors, with legal procedures and complete materials. For details, please refer to cninfo.com, the gem information disclosure website designated by China Securities Regulatory Commission on April 9, 2022（ http://www.cn.info.com.cn. ）Relevant announcements published. (3) According to the information disclosed by the company on the same day of this announcement on the gem information disclosure website designated by the CSRC, cninfo.com（ http://www.cn.info.com.cn. ）If the resolution of the sixth board of directors is related to the voting of the third board of directors (No. 20282022), and it is related to the resolution of the sixth board of directors, the voting of the third board of directors is not required, and it can be accepted. (4) The independent directors of the company will make a report on their work at the 2021 annual general meeting of shareholders. The annual work report of independent directors will be discussed as the topic of this meeting and not considered as a proposal. See the annual work report of independent directors on cninfo.com, the gem information disclosure website designated by the CSRC on April 9, 2022（ http://www.cn.info.com.cn. ）Relevant announcements published. (5) Shareholders who individually or jointly hold more than 3% of the company’s shares may submit the interim proposal to the board of directors of the company in writing ten days before the shareholders’ meeting (before April 19, 2022).
3、 Meeting registration and other matters
1. Registration time: from April 26, 2022 to April 27, 2022, from 9:00 a.m. to 11:30 a.m. and from 14:00 p.m. to 16:30 p.m.
2. Registration place: the office of the board of directors on the second floor of No. 2 and No. 3 plants, Fuchuan science and Technology Industrial Park, Tongfu Industrial Park, Xinhu street, Guangming District, Shenzhen, Guangdong Province.
3. Registration method:
(1) The legal representative or the agent entrusted by the legal representative shall attend the meeting. If the legal representative attends the meeting, he shall hold the shareholder account card, the copy of the business license stamped with the official seal, the certificate of the legal representative and the ID card to go through the registration procedures; If the legal representative entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the agent’s ID card, a copy of the business license stamped with the official seal, the power of attorney issued by the legal representative (Annex I), the legal representative’s identity certificate and the legal representative’s stock account card; (2) Natural person shareholders shall go through the registration procedures with their own ID card and shareholder account card; If a natural person shareholder entrusts an agent, it shall go through the registration formalities with the agent’s ID card, power of attorney (Annex I), the principal’s shareholder account card and the principal’s ID card;
(3) Non local shareholders can register by letter or fax. Shareholders should carefully fill in the registration form of shareholders attending the 2021 annual general meeting (Annex II) for registration confirmation. Fax or letter shall be delivered to the office of the board of directors of the company (postal code: 518107) before 16:30 on April 27, 2022. Please mark “general meeting” on the envelope;
(4) The original or copy of the above supporting documents can be presented during registration, and telephone registration is not accepted at this meeting; When signing in for the meeting, the attendees shall bring the original of the above documents to the shareholders’ meeting.
4. Note: shareholders and shareholders’ agents attending the on-site meeting should sign in at the venue with the original of relevant certificates.
5. Meeting contact information:
Meeting contact: Liang Yuan
Tel: 07553369 1628
Contact Fax: 07552920 9959 (please indicate “general meeting” on the fax)
Contact email: [email protected].
Contact address: No. 2 and No. 3 workshop, Fuchuan science and Technology Industrial Park, tongfuyu Industrial Park, Xinhu street, Guangming District, Shenzhen
4、 Specific process of participating in online voting
This general meeting of shareholders provides shareholders with an online voting platform. Shareholders of the company can vote through the trading system and Internet voting system of Shenzhen Stock Exchange (address: http://wltp.cn.info.com.cn. ）Participate in online voting. See Annex III for the specific operation process of online voting.
5、 Documents for future reference
1. Resolution of the sixth meeting of Shenzhen Cotran New Material Co.Ltd(300731) the third board of directors; 2. Other documents for future reference required by Shenzhen Stock Exchange.
It is hereby announced.
Shenzhen Cotran New Material Co.Ltd(300731) board of directors
April 9, 2002
Annex I
Power of attorney
Shenzhen Cotran New Material Co.Ltd(300731) ：
I hereby entrust (Mr. / madam) (ID number:) to represent me.
/We attended the 2021 annual general meeting of shareholders of your company. The specific information is as follows:
Name of client:
(individual shareholders shall sign in person, while corporate shareholders shall sign and affix the official seal of the legal representative)
Client ID number, uniform social credit code or ID card number:
Account number of the principal’s shareholder:
Number of shares held by the trustor:
Shareholding nature of the trustor:
Name of trustee:
The ID number of the trustee:
It is agreed that the trustee shall vote on the following proposals on behalf of me / the company in accordance with the following instructions and sign the relevant documents involved in the meeting on behalf of me / the company. If the trustor does not give specific instructions on the exercise of voting rights, the trustee may exercise its discretion to vote for or against a proposal or abstain in a manner it deems appropriate:
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The ticked column of the proposal name column is the same as the anti rejection code
