Securities code: Yantai Tayho Advanced Materials Co.Ltd(002254) stock abbreviation: Yantai Tayho Advanced Materials Co.Ltd(002254) Announcement No.: 2022022
Yantai Tayho Advanced Materials Co.Ltd(002254)
Announcement 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 resolution of the 16th meeting of the 10th board of directors, Yantai Tayho Advanced Materials Co.Ltd(002254) (hereinafter referred to as “the company”) decided to hold the 2021 annual general meeting of shareholders, and the relevant information is 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: Yantai Tayho Advanced Materials Co.Ltd(002254) board of directors
3. Legality and compliance of the meeting:
The 16th meeting of the 10th board of directors of the company deliberated and adopted the proposal on convening the 2021 annual general meeting of shareholders, and the relevant convening procedures comply with the provisions of relevant laws, regulations, departmental rules, normative documents and the articles of association.
4. Date and time of the meeting:
(1) On site meeting time: 14:00 PM, Thursday, May 5, 2022
(2) Online voting time:
The specific time of online voting through the trading system of Shenzhen Stock Exchange: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 5, 2022;
Via Internet voting system（ http://wltp.cn.info.com.cn. ）Specific time for online voting: 9:15-15:00, May 5, 2022.
5. Meeting mode: the combination of 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 power of attorney.
(2) Online voting: the company will provide online voting platform to shareholders of the company through the trading system and Internet voting system of Shenzhen Stock Exchange. Shareholders can exercise their voting rights through the above system during online voting time.
For the same voting right, only one of on-site voting, voting in the trading system of Shenzhen Stock Exchange or voting in the Internet system can be selected, and repeated voting is not allowed. If the same voting right is voted repeatedly through the site, trading system or Internet, the first voting shall prevail.
6. Equity registration date: Tuesday, April 26, 2022
7. Attendees:
(1) The equity registration date of this general meeting of shareholders is Tuesday, April 26, 2022. As of 15:00 p.m. on April 26, 2022, all ordinary shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. (including preferred shareholders whose voting rights have been restored) have the right to attend and vote at this general meeting of shareholders; A shareholder who cannot attend the on-site meeting in person may authorize a proxy in writing to attend the meeting and vote (the proxy need not be a shareholder of the company), or participate in online voting during online voting time. The power of attorney is attached.
(2) Directors, supervisors and senior managers of the company.
(3) Witness lawyers employed by the company and other guests invited by the company.
8. Venue of the on-site meeting: No. 10, Heilongjiang Road, Yantai Economic and Technological Development Zone, company conference room. 2、 Matters considered at the meeting
1. Example table of proposal code of this shareholders’ meeting
remarks
Proposal code the column with proposal name checked 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 financial final report of 2021 and financial budget report of 2022 √
4.00 profit distribution plan for 2021 √
remarks
Proposal code the column with proposal name checked can
vote
5. Zoje Resources Investment Co.Ltd(002021) annual report and its summary √
6.00 proposal on re employment of accounting firm √
7.00 proposal on approving daily connected transactions in 2022 √
8.00 proposal on re approving the guarantee amount for each subsidiary √
9.00 proposal on Amending the articles of association √
Proposal on Amending the rules of procedure of the general meeting of shareholders 10.00 √
11.00 proposal on Amending the rules of procedure of the board of directors √
12.00 proposal on reviewing the measures for the administration of employee house purchase loans √
Measures for the implementation of salary management and commission incentive for excess profits of professional managers
13.00 √
(revised in 2022)
2. The above-mentioned proposals 1, 3-13 have been discussed and adopted at the 16th meeting of the 10th board of directors, and the second proposal has been discussed and adopted at the 9th meeting of the 10th board of supervisors. See China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com on April 11, 2022 for the announcement of the resolutions of the board of directors and the board of supervisors and the relevant announcements and online documents of each proposal.
3. Among the above proposals, the seventh proposal involves related party transactions, and the related shareholders Yantai Guofeng Investment Holding Group Co., Ltd. and Yantai Guosheng Holding Co., Ltd. need to avoid voting.
4. Proposals 8 and 9 will be made by special resolution and can be adopted only with the consent of more than two-thirds of the voting rights held by the shareholders attending the meeting.
5. The votes of small and medium-sized investors will be counted and disclosed separately for items 4, 6, 7 and 13.
Zou Zhiyong, Wang Jifa, Jin Fuhai and Cheng Yongfeng, the independent directors of the company, will make a report on their work in 2021 at the general meeting of shareholders. See cninfo.com on April 11, 2022 for the report of independent directors.
3、 Registration method for attending on-site meetings
1. Shareholders who wish to attend the on-site general meeting of shareholders should register by telephone, fax or letter before 16:00 p.m. on April 28, 2022, or directly at the company.
If individual shareholders attend the meeting in person, they shall show their valid ID card and the original of Shenzhen stock account card; If an individual shareholder entrusts another person to attend the meeting, the agent shall show his valid ID card, the valid ID card of the principal, the original stock account card of the principal and the original power of attorney of the shareholder.
If the legal representative of the legal person shareholder attends the meeting, he / she shall present the copy of the business license of the legal person shareholder (with official seal affixed), the original Shenzhen stock account card, his / her valid ID card and valid certificate proving his / her qualification as legal representative; If an agent is entrusted to attend the meeting, the agent shall present the copy of the business license of the legal person shareholder (with official seal), the original Shenzhen stock account card, his valid ID card and the written power of attorney issued by the legal representative of the legal person shareholder unit according to law.
If the power of attorney for proxy voting is signed by another person authorized by the principal, the power of attorney or other authorization documents authorized to sign shall be notarized.
Shareholders or agents participating in the meeting shall be present before 13:40 on May 5, 2022 to complete the necessary registration procedures.
2. Meeting contact information:
Company address: No. 10, Heilongjiang Road, Yantai Economic and Technological Development Zone; Postal Code: 264006; Tel: 05356394123; Fax: 05356394123; Email: [email protected]. ； Contact: Dong Xuhai, Liu Jianning.
3. The duration of the shareholders’ meeting is half a day, and those attending the meeting shall bear their own accommodation and transportation expenses.
4、 Specific operation process of participating in online voting:
This general meeting of shareholders adopts the combination of on-site voting and online voting. The company will use the trading system of Shenzhen Stock Exchange and Internet voting system（ http://wltp.cn.info.com.cn. ）Provide all shareholders with a voting platform in the form of network, and shareholders can exercise their voting rights through the above system during online voting time. See “Annex I” for the specific process of online voting.
5、 Voting precautions
1. If the same share is voted repeatedly through the site, trading system and Internet, the first vote shall prevail; If the online voting system votes repeatedly, the first valid vote shall prevail.
2. Voting on the same voting matter can only be declared once and cannot be cancelled; If the declaration does not meet the above provisions is invalid, the trading system of Shenzhen Stock Exchange will automatically cancel the order.
3. If there are multiple proposals at the general meeting of shareholders, and a shareholder votes on only one or more of them, it shall be deemed that the shareholder attended the general meeting of shareholders and included in the calculation of the total number of shareholders attending the general meeting of shareholders; Other proposals for which the shareholder has not expressed opinions shall be deemed as waiver.
4. If you need to query the voting results, please log in to the Internet voting system of Shenzhen Stock Exchange after 18:00 p.m. on the voting day（ http://wltp.cn.info.com.cn. ）, click the voting query function to view the voting results of personal network or through the business department of securities companies entrusted by voting.
6、 Documents for future reference:
1. Resolutions of the 16th meeting of the 10th board of directors;
2. Resolutions of the 9th meeting of the 10th board of supervisors;
3. Other documents required by SZSE.
It is hereby announced.
Yantai Tayho Advanced Materials Co.Ltd(002254) board of directors
April 11, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 362254
2. Voting abbreviation: Taihe voting.
3. Fill in the voting opinions or election votes.
For non cumulative voting proposals, fill in the voting opinions: 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.
5. If the voting declaration does not meet the above provisions is invalid, it shall be deemed that it has not participated in the voting.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: trading time on May 5, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system. If there is a special “online voting” menu in the trading program, please follow the menu prompts; If there is no special “network voting” menu, the operation procedure is as follows:
(1) When voting, the buying and selling direction should choose “buy”.
(2) Fill in the serial number of the proposal of the general meeting of shareholders under the “entrusted price”. 100 yuan represents the total proposal, 1.00 yuan represents proposal 1, 2.00 yuan represents proposal 2, and so on. Each proposal shall be reported separately at the corresponding entrusted price.
The proposed items to be voted at this shareholders’ meeting and the corresponding declared prices are as follows:
Proposal No. proposal name
