Securities code: Bear Electric Appliance Co.Ltd(002959) securities abbreviation: Bear Electric Appliance Co.Ltd(002959) Announcement No.: 2022037 Bear Electric Appliance Co.Ltd(002959)
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.
Bear Electric Appliance Co.Ltd(002959) (hereinafter referred to as “the company”) held the 14th meeting of the second board of directors on April 7, 2022, deliberated and adopted the proposal on convening the 2021 annual general meeting of shareholders, with the specific contents 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: the meeting was deliberated and adopted at the 14th meeting of the second board of directors of the company, and the convening procedures comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
4. Meeting time:
(1) On site meeting time: 14:30, May 6, 2022 (Friday)
(2) Online voting time: May 6, 2022. The specific time of online voting through the trading system of Shenzhen Stock Exchange (hereinafter referred to as the “trading system”) is: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 6, 2022; Through the Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）(hereinafter referred to as “Internet voting system”) the specific time of voting is: 9:15-15:00 on May 6, 2022.
5. Meeting method: the shareholders’ meeting is held by combining 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 provide all shareholders with an online voting platform through the trading system and Internet voting system. Shareholders can exercise their voting rights through the above system during online voting time. Shareholder Dadong shall choose one method of on-site voting and online voting. If there is repeated voting for the same voting right, the first voting result shall prevail.
6. Equity registration date of the meeting: Wednesday, April 27, 2022
7. Attendees:
(1) As of the closing of the afternoon of the equity registration date, 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) Witness 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 on the first floor of Bear Electric Appliance Co.Ltd(002959) new headquarters of the company, No. 3 Fuxing Road, Fu’an Industrial Zone, Leliu street, Shunde District, Foshan City, Guangdong Province.
2、 Matters considered at the meeting
1. Name of proposals voted at the general meeting of shareholders
Table 1 list of proposal codes of the general meeting of shareholders
remarks
Proposal code proposal name the column checked
Can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting
proposal
1.00 full text and summary of 2021 annual report √
2.00 work report of the board of directors in 2021 √
3.00 work report of the board of supervisors in 2021 √
4.00 financial final accounts report of 2021 √
5.00 profit distribution plan for 2021 √
6.00 proposal on reappointment of 2022 audit institution √
7.00 proposal on using part of self owned funds for cash management √
8.00 proposal on applying for credit line from banks in 2022 √
9.00 proposal on prediction of daily connected transactions in 2022 √
10.00 proposal on external guarantee amount in 2022 √
11.00 remuneration plan for directors and supervisors in 2022 √
12.00 on termination of 2021 stock option and restricted stock incentive √
Plan and proposal on cancellation of options and repurchase and cancellation of restricted shares
(1) The above proposal has been deliberated and approved at the 14th meeting of the second board of directors or the 13th meeting of the second board of supervisors. For details, see the company’s publication on cninfo.com on April 9, 2022（ http://www.cn.info.com.cn. ）Relevant announcements on.
(2) According to the provisions of the rules for the general meeting of shareholders of listed companies issued by the China Securities Regulatory Commission and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the above proposals 5, 6, 7, 9, 11 and 12 are major matters affecting the interests of small and medium-sized investors, The votes of small and medium-sized investors (except directors, supervisors, senior managers of listed companies and other shareholders who individually or jointly hold more than 5% of the shares of listed companies) shall be counted and disclosed separately.
(3) The above-mentioned proposals 5, 10 and 12 belong to special resolutions, which can be adopted only with the consent of more than 2 / 3 of the effective voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
3、 On site meeting registration method
1. Registration time: 9:00-11:00 and 14:00-16:00 on April 28, 2022
2. Place of registration: Office of the board of directors of the company
Address for delivery of written letter: No. 3, Fuxing Road, Fu’an Industrial Zone, Leliu street, Shunde District, Foshan City, Guangdong Province. Please indicate ” Bear Electric Appliance Co.Ltd(002959) 2021 annual general meeting of shareholders” on the letter.
Postal Code: 528322
Tel: 075729390865
Fax No.: 075723663298 (please specify: registration of shareholders’ meeting)
e-mail address: [email protected].
3. Registration method:
(1) Registration of legal person shareholders: legal person shareholders who meet the conditions to attend the meeting and whose legal representative attends the meeting shall register with a copy of business license (with official seal), shareholder account card, unit shareholding certificate, identity certificate of legal representative and his / her valid identity certificate; If an agent is entrusted to attend the meeting, the agent shall register with a written power of attorney (see Annex II for details), a copy of the business license (with official seal), the agent’s ID card, the legal person shareholder’s account card, the company’s shareholding certificate and the copy of the legal representative’s ID card.
(2) Registration of natural person shareholders: natural person shareholders who meet the conditions for attendance shall register with their own valid ID card and stock account card; If a natural person entrusts an agent to attend the meeting, the agent shall hold the agent’s valid ID card, written power of attorney (see Annex II for details), the principal’s stock account card and the principal’s valid ID card for registration.
(3) The shareholders who intend to attend the meeting shall confirm the registration within the specified registration time by direct delivery, e-mail, postmark or fax with the above relevant certificates and the completed registration form (see Annex III). A copy of the above registration materials shall be provided, the copy of personal materials shall be signed by individuals, and the copy of registration materials of corporate shareholders shall be stamped with official seal. Telephone registration is not accepted.
(4) Note: shareholders or shareholders’ agents attending the meeting must bring the original of relevant certificates to the site 30 minutes before the meeting to go through the registration procedures, so as to sign in. The shareholders’ meeting will not accept the on-site registration on the day of the meeting, and those who do not make an appointment for registration according to the registration method of the meeting will be declined to attend.
4. Meeting contact information:
(1) Contact: Liu Kui, Liang lunshang
(2) Tel: 075729390865
(3) Fax: 075723663298
(4) Email: [email protected].
5. The meeting lasts for half a day, and the shareholders attending the meeting shall bear their own accommodation and transportation expenses.
4、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide shareholders with a voting platform in the form of network through the trading system and Internet voting system. Shareholders of the company can participate in online voting through the online voting platform. The specific operation process of participating in online voting is shown in Annex I: specific operation process of participating in online voting.
5、 Documents for future reference
1. Resolutions of the 14th meeting of the second board of directors;
2. Resolution of the 13th meeting of the second board of supervisors.
It is hereby announced.
Bear Electric Appliance Co.Ltd(002959) board of directors
April 8, 2022 Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 362959
2. Voting abbreviation: Bear voting
3. Fill in the voting opinions or election votes. 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.
4. 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. The voting time is from 13:00 to 15:00 on September, 2029 and from 2:30 to 15:30 on May, 2029. 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 specific time for voting through the Internet voting system is 9:15-15:00 on May 6, 2022.
2. Shareholders who vote online through the Internet voting system need to handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investors’ network services of Shenzhen Stock Exchange, 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. The shareholder logs 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
I hereby authorize (Mr. / Ms.) to attend the 2021 annual general meeting of shareholders held on May 6, 2022 on behalf of the company (myself), and vote on the following proposals on behalf of the company (me) according to the following instructions. If the company (me) does not give instructions on the voting of the meeting, the trustee can exercise the voting right on behalf of the company (me), and the consequences of exercising the voting right shall be borne by the company (me).
Remarks voting
Proposal code proposal name this column is checked, and the column of anti abandonment can be agreed
