Securities code: Blue Sail Medical Co.Ltd(002382) securities abbreviation: Blue Sail Medical Co.Ltd(002382) Announcement No.: 2022024 bond Code: 128108 bond abbreviation: lanfan convertible bond
Blue Sail Medical Co.Ltd(002382)
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.
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 5th board of directors of the company
After deliberation and approval at the 22nd Meeting of the 5th board of directors of the company, it is decided to convene the 2021 annual general meeting of shareholders of the company.
3. Legality and compliance of the meeting: the convening of the shareholders’ meeting complies with the provisions of relevant laws, administrative 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: May 5, 2022
The specific time of online voting through the trading system of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) is 9:15 to 9:25 a.m., 9:30 to 11:30 p.m. and 13:00 to 15:00 p.m. on May 5, 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 May 5, 2022.
5. Convening method of the meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting.
(1) Voting at on-site meeting: 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 Shenzhen stock exchange trading system and Internet voting system( http://wltp.cn.info.com.cn. )Provide the shareholders of the company with a voting platform in the form of network, and the shareholders of the company can exercise their voting rights through the above system during the online voting time.
The shareholders of the company can only choose one of on-site voting and online voting. If there is repeated voting with the same voting right, the first valid voting result shall prevail.
6. Equity registration date: Thursday, April 21, 2022.
7. Attendees:
(1) All shareholders of the company registered with China Securities Depository and Clearing Co., Ltd. Shenzhen Branch as of the afternoon closing of April 21, 2022 (Thursday). The above-mentioned shareholders can attend the general meeting of shareholders in person, or entrust an agent to attend the meeting and vote in writing. The agent of the shareholder need not be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company.
(3) Lawyers employed by the company.
8. Venue: conference room 1, Blue Sail Medical Co.Ltd(002382) office center, No. 48, Yinuo Road, Jixia street, Linzi District, Zibo City, Shandong Province.
2、 Matters considered at the meeting
Proposal remarks
Code proposal name
The column checked in this column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on the report of the board of directors in 2021 √
2.00 proposal on the report of the board of supervisors in 2021 √
3.00 proposal on annual report and summary in 2021 √
4.00 proposal on the financial final report of 2021 √
5.00 plan for profit distribution of the company in 2021 √
6.00 discussion on the renewal of the company’s audit institution in 2022 √
Case
7.00 self evaluation report on internal control in 2021 √
Proposal for
8.00 on the actual deposit and use of raised funds in 2021 √
Proposal on special report on utilization
9.00 number of proposals on the remuneration scheme of sub members with directors, supervisors and senior managers √ as the voting object in 2022: (4)
9.01 remuneration plan for non independent directors √
9.02 remuneration plan for independent directors √
9.03 remuneration plan for supervisors √
9.04 remuneration scheme for senior managers √
10.00 proposal on withdrawing goodwill impairment provision √
11.00 √ on changing the registered capital and amending the articles of Association
Proposal
12.00 proposal on Amending the rules of procedure of the general meeting of shareholders √
13.00 proposal on Amending the independent director system √
14.00 proposal on Amending the raised funds management system √
15.00 proposal on Amending the decision-making system of connected transactions √
16.00 proposal on by election of non independent directors
The above proposal was deliberated and adopted at the 22nd Meeting of the 5th board of directors and the 20th meeting of the 5th board of supervisors. For details, please refer to the company’s announcement on China Securities News, Shanghai Securities News, securities times, securities daily and Juchao information network on April 13, 2022( http://www.cn.info.com.cn. )Disclosure related announcements.
According to the requirements of the rules of procedure of Blue Sail Medical Co.Ltd(002382) shareholders’ meeting and the guidelines for self regulation and supervision of listed companies No. 1 – standardized operation of listed companies on the main board, items 11 and 12 are special voting proposals, which need to be passed by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the shareholders’ meeting. The above proposal will count the votes of small and medium-sized investors (small and medium-sized investors refer to shareholders other than directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company) separately and disclose them to the public in a timely manner. Independent directors Mr. Liu Shengjun, Mr. Dong Shukui and Mr. Miyamoto submitted the report on the work of independent directors in 2021 to the board of directors respectively, and planned to report on their work at the 2021 annual general meeting of shareholders.
3、 Meeting registration and other matters
1. Registration time: 13:00-13:50, May 5, 2022
2. Registration place: Blue Sail Medical Co.Ltd(002382) office center, lobby on the first floor
3. Registration method:
(1) If individual shareholders attend the meeting in person, they shall show their ID card or other valid certificates or certificates that can indicate their identity and stock account card; If the trustee attends the meeting on behalf of others, he / she shall present his / her valid ID card, power of attorney of shareholders, ID card (copy) of the principal, stock account card and other valid certificates or certificates that can indicate his / her identity for registration.
(2) The legal representative or the agent entrusted by the legal representative shall attend the meeting. If the legal representative attends the meeting, he / she shall show his / her ID card, the business license of the legal person shareholder unit (copy with official seal) and the stock account card; If an agent is entrusted to attend the meeting, the agent shall present his ID card, the written power of attorney issued by the legal representative of the legal person shareholder unit according to law, the business license of the legal person shareholder unit (copy with official seal) and the stock account card.
4、 Specific operation process of participating in online voting
At this meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system (address: http://wltp.cn.info.com.cn. )Vote. See Annex 1 for the specific operation process of online voting.
5、 Other matters
1. Meeting contact person and contact information:
Contact: Zhong Shuqiao, Zhao Min
Tel.: 05337871008
Fax: 05337871055
Email: [email protected].
Mailing address: No. 48, Yinuo Road, Jixia street, Linzi District, Zibo City, Shandong Province
Postal Code: 255400
2. Meeting expenses: the transportation and accommodation expenses of the participants shall be borne by themselves.
3. If there are other matters, we will inform you separately.
Annex 1: specific process of participating in online voting;
Annex 2: power of attorney.
Blue Sail Medical Co.Ltd(002382)
Board of directors
April 13, 2002
Annex 1:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation of ordinary shares: the voting code is “362382”, and the voting abbreviation is “lanfan voting”.
2. Fill in the voting opinions or election votes
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
3. 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. Voting time: trading time on the day of the on-site general meeting, 9:15 to 9:25, 9:30 to 11:30 and 13:00 to 15:00.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
3、 Voting procedures through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting at 9:15 a.m. on the day of the on-site shareholders’ meeting and ends at 15:00 p.m. on the day of the end of the on-site shareholders’ meeting.
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. Shareholders can log 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 2:
Power of attorney
I hereby entrust Mr. (Ms.) to attend the Blue Sail Medical Co.Ltd(002382) 2021 annual general meeting of shareholders on my behalf and vote on the following proposals on my behalf in accordance with the following instructions.
Remarks voting opinions
The proposal should be printed in this column
The column marked with the name of the coding proposal agrees to object to the waiver
vote
100 total proposals: except for cumulative voting proposals √
All proposals
Non cumulative voting proposal
1.00 discussion on the report of the board of directors in 2021 √
Case
2.00 discussion on the report of the board of supervisors in 2021 √
Case
three