Securities code: Zhejiang Founder Motor Co.Ltd(002196) securities abbreviation: Zhejiang Founder Motor Co.Ltd(002196) Announcement No.: 2022037 Zhejiang Founder Motor Co.Ltd(002196)
Notice on convening the 2021 annual general meeting of shareholders
The company, the board of directors, supervisors and senior managers guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Zhejiang Founder Motor Co.Ltd(002196) (hereinafter referred to as “the company”) deliberated and adopted the proposal on convening the 2021 annual general meeting of shareholders of the company (hereinafter referred to as the general meeting of shareholders) at the 16th meeting of the seventh board of directors. The relevant matters on convening the general meeting of shareholders are hereby notified as follows: I. Basic information of the meeting
1. Session of the general meeting of shareholders: Zhejiang Founder Motor Co.Ltd(002196) 2021 annual general meeting of shareholders (hereinafter referred to as the “meeting”)
2. Convener of the general meeting of shareholders: the board of directors of the company
3. Legality and compliance of the meeting: the convener shall explain whether the convening of the shareholders’ meeting complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents, the business rules of the exchange and the articles of association.
4. Time of the meeting:
The on-site meeting will be held at 13:00 p.m. on Friday, May 6, 2022
The online voting time is: May 6, 2022, among which, the online voting time through the trading system of Shenzhen stock exchange is: 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on May 6, 2022; The time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on May 6, 2022.
5. Convening method of the meeting: the 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 power of attorney.
(2) Online voting: the general meeting of shareholders will pass the trading system and Internet voting system of Shenzhen Stock Exchange（ 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.
6. Equity registration date of the meeting: Tuesday, April 26, 2022
7. Attendees:
(1) Shareholders holding shares of the company on the equity registration date. The shareholders’ meeting of the company may be attended by proxy in writing on the afternoon of the 26th day of the register of shareholders of the company in 2024, and the shareholders’ meeting of the company with limited liability may not be attended by proxy in the afternoon of the 26th day of the register of shareholders 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: conference room 2, first floor, Zhejiang Founder Motor Co.Ltd(002196) administration building, No. 73, Shiniu Road, Shuige Industrial Zone, Lishui City, Zhejiang Province
(I) 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 full text and summary of 2021 annual report √
4.00 company’s 2021 annual financial statement report √
5.00 proposal on profit distribution of the company in 2021 √
About renewing the appointment of Zhitong certified public accountants as the company in 2022
6.00 √
Proposal of the audit institution
About applying for bank credit line and authorizing the chairman √
7.00 sign relevant documents within the bank credit line
Determination of the remuneration of directors and supervisors in 2021 and
8.00 √
Remuneration plan for directors and supervisors in 2022
Restrictions on repurchase cancellation that have been granted but not unlocked
9.00 √
Proposal on institutional shares
10.00 proposal on changing the registered capital and amending the articles of association √
According to the requirements of the rules for the general meeting of shareholders of listed companies and the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the above proposals are major matters affecting the interests of small and medium-sized investors, that is, the votes of small and medium-sized investors shall be counted and disclosed separately except for the directors, supervisors, senior managers of listed companies and shareholders who individually or jointly hold more than 5% of the shares of listed companies.
Proposal 9 and 10 are special resolutions, which shall be adopted by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
The relevant contents of all the above proposals are detailed in the securities times and cninfo (www.cn. Info. Com. CN.) on April 15, 2022 Announcement on the resolution of the 16th meeting of the seventh board of directors and relevant documents.
(II) precautions for proposal coding
1. The general meeting of shareholders has set up “general proposal” for a number of proposals, and the corresponding proposal code is 100;
2. Except for the general proposal, the proposal codes of this general meeting of shareholders are in the order of 1.00 and 2.00 without repetition;
3. There are no mutually exclusive proposals at this shareholders’ meeting, excluding proposals requiring item by item voting and proposals requiring classified voting;
4. There is no solicitation at this shareholders’ meeting.
3、 Registration method of on-site meeting of the general meeting of shareholders
1. If a natural person shareholder attends in person, he / she shall register with his / her ID card and securities account card; If an agent is entrusted to attend, registration shall be handled on the strength of the agent’s ID card, power of attorney and the principal’s securities account card. 2. If the legal representative of the legal person shareholder is present, the registration shall be handled on the strength of his / her ID card, the identity certificate of the legal representative, the copy of the business license of the legal person unit (with official seal affixed) and the securities account card; If a legal person shareholder entrusts an agent to attend, it shall register with the agent on the strength of the agent’s ID card, power of attorney, copy of the business license of the legal person unit (stamped with official seal) and securities account card.
3. You can register by letter or fax with the above relevant certificates. The fax or letter shall be subject to the time of arrival at the company (telephone registration is not accepted).
4. Registration time: 9:00-11:30 a.m. and 13:30-17:00 p.m. on April 28, 2022. 5. Registration place: Zhejiang Founder Motor Co.Ltd(002196) securities department.
The registered address of the letter: the Securities Department of the company. Please indicate the words “general meeting of shareholders” on the letter;
Mailing address: No. 73, Shiniu Road, Shuige Industrial Zone, Lishui City, Zhejiang Province;
Post code: 323000;
Fax: 05782276502.
4、 Identity authentication and voting procedures of shareholders participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system (address: http://wltp.cn.info.com.cn. ）Participate in voting (refer to Annex I for the contents and format related to specific operations when participating in online voting)
5、 Other matters
1. The on-site meeting of the general meeting of shareholders lasts for half a day, and the shareholders attending the meeting shall bear their own accommodation and transportation expenses.
2. During online voting, if the voting system is affected by major emergencies, the progress of this meeting will be notified separately.
6、 Documents for future reference
Resolution of the 16th meeting of the 7th board of directors.
Resolution of the 10th meeting of the 7th board of supervisors
It is hereby announced.
Zhejiang Founder Motor Co.Ltd(002196) board of directors
April 15, 2022
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 “362196”, and the voting abbreviation is “founder voting”.
2. Fill in and submit voting opinions: cumulative voting is not involved in this shareholders’ meeting. The filled in and submit voting opinions are: agree, disagree and abstain.
3. When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals.
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 May 6, 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.
3、 Procedures for voting through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting at 9:15 a.m. on May 6, 2022 (the day of the on-site general meeting) and ends at 15:00 p.m. on May 6, 2022 (the day of the end of the on-site general 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’ online services of Shenzhen Stock Exchange (revised in April 2016) 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.
Power of attorney
I hereby authorize Mr. / Ms. to attend the 2021 annual general meeting of shareholders of Zhejiang Zhejiang Founder Motor Co.Ltd(002196) Co., Ltd. on May 6, 2022 on behalf of the company and vote on the following proposals on behalf of the company / me in accordance with the following instructions. If the company / I do not give specific instructions on the voting matters of this meeting, the trustee can exercise the voting right on behalf of me, and the consequences of exercising the voting right shall be borne by our company (I).
Instructions of the client on the matters under consideration:
Remarks voting opinions
Serial number proposal Name: this column is marked “agree against abstain”
Ticked column
Objective 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 full text of 2021 annual report and
