Securities code: 002567 securities abbreviation: Tangrenshen Group Co.Ltd(002567) Announcement No.: 2022-007 Tangrenshen Group Co.Ltd(002567)
With regard to the notice on convening the first extraordinary general meeting of shareholders in 2022, 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: the first extraordinary general meeting of shareholders in 2022
2. Convener of the general meeting of shareholders: the board of directors of the company
3. Legality and compliance of the meeting: the proposal on convening the first extraordinary general meeting in 2022 was deliberated and adopted at the 45th meeting of the eighth board of directors of the company, and it was decided to convene the first extraordinary general meeting in 2022. The convening of this general meeting of shareholders complies with the provisions of relevant laws and regulations and the articles of association. 4. Date and time of the meeting
(1) Time of site meeting
14:30 pm on Wednesday, January 26, 2022.
(2) Online voting time
The time of online voting 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 January 26, 2022;
The time for online voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 to 15:00 on January 26, 2022.
5. Meeting method: the shareholders’ meeting adopts the method of on-site voting + online voting.
Shareholders of the company can only choose one of on-site voting and online voting. If the same shareholder’s account is voted repeatedly in the above two ways, the first valid voting result shall prevail. Online voting includes two voting methods: securities trading system and Internet system. Only one of them can be selected for the same share.
The company will use the trading system and Internet voting system of Shenzhen Stock Exchange（ 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 network voting time.
6. Equity registration date of the meeting: Thursday, January 20, 2022
7. Attendee
(1) As of the afternoon of Thursday, January 20, 2022, 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, or entrust an agent to attend 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) A lawyer employed by the company.
8. Site meeting place
Conference room on the fourth floor of the company headquarters in Liyu Industrial Park (1291 Huanghe North Road), national high tech Industrial Development Zone, Zhuzhou City, Hunan Province.
2、 Matters considered at the meeting
1. Proposal on 2022 stock option incentive plan (Draft) and its summary;
2. Proposal on the management measures for the implementation and assessment of stock option incentive plan in 2022;
3. Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s 2022 stock option incentive plan.
The main contents of the proposals considered at this meeting are detailed in the resolution announcement of the 45th meeting of the eighth board of directors published on cninfo.com, China Securities News, securities times, securities daily and Shanghai Securities News on January 10, 2022, as well as other relevant announcements disclosed in the same period.
The above proposals 1-3 are considered by special resolution and take effect after being passed by more than two-thirds of the voting rights held by the shareholders (including agents) attending the meeting.
The above proposals 1-3 belong to major matters affecting the interests of small and medium-sized investors, and the votes of small and medium-sized investors (i.e. shareholders other than directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the listed company) shall be counted separately, and the company will make public disclosure according to the vote counting results.
According to the measures for the administration of equity incentive of listed companies, when the company holds a general meeting of shareholders to review the equity incentive plan, independent directors shall solicit entrusted voting rights from all shareholders on the equity incentive plan. As the collector, Mr. Zhang Shaoqiu, an independent director, solicited voting rights from all shareholders of the company on the proposals 1-3 considered at the general meeting of shareholders. For details, please refer to the report on Tangrenshen Group Co.Ltd(002567) independent directors’ public solicitation of entrusted voting rights disclosed by the company on cninfo.com, China Securities News, securities times, securities daily and Shanghai Securities News on the same day.
3、 Proposal code
remarks
Proposal code proposal name the ticked column can vote
100 general proposals: all proposals for this shareholders’ meeting √
Unified voting
Non cumulative voting proposal
1.00 “about 2022 stock option incentive plan (Draft)” > and √
Summary proposal
2.00 assessment management on the implementation of stock option incentive plan in 2022 √
Proposal on measures
3.00 proposal for the general meeting of shareholders to authorize the board of directors to handle the company’s 2022 √
Proposal on matters related to stock option incentive plan
4、 Meeting registration and other matters
1. Registration method
All shareholders attending the meeting shall go through the registration procedures at the company with their ID card and shareholder account card; The agent authorized by the shareholder shall go through the registration formalities at the company with the copy of the client’s ID card, the client’s securities account card, the power of attorney and the agent’s ID card; The agent of the legal person shareholder shall go through the registration formalities at the company with the copy of the legal person business license stamped with the official seal, the legal person securities account card, the power of attorney of the legal person and the agent’s ID card. Shareholders can register by letter or fax (see Annex II and III for the “power of attorney of shareholders”).
2. Registration time and place
(1) Registration time:
9:00-11:30 a.m. and 14:00-16:30 p.m. on January 24, 2022
(2) Place of registration:
Investment and securities department, third floor, company headquarters, Liyu Industrial Park (1291 Huanghe North Road), national high tech Industrial Development Zone, Zhuzhou City, Hunan Province.
Non local shareholders can register by letter, e-mail or fax with relevant certificates (they must be delivered, sent e-mail or fax to the company before 16:30 p.m. on January 24, 2022), and please confirm by telephone. The letter should be marked with the words “general meeting of shareholders”.
3. Shareholders and their proxies attending the meeting shall carry relevant certificates and go through registration procedures at the venue half an hour before the meeting.
4. Shareholders attending the meeting shall bear their own expenses.
5. During online voting, if the voting system is affected by major emergencies, the process of this relevant shareholders’ meeting shall be carried out according to the notice of the day.
6. Contact information:
(1) Contact address: investment and Securities Department Tangrenshen Group Co.Ltd(002567) Liyu Industrial Park, national high tech Industrial Development Zone, Zhuzhou City, Hunan Province, postcode: 412007
(2) Contact: Shen Na
(3) Tel.: 0731-28591247
(4) Contact Fax: 0731-28591125
(5) Email: SN- [email protected].
5、 Specific operation process of participating in online voting
http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process of online voting.
6、 Documents for future reference
Resolutions of the 45th meeting of the 8th board of directors of the company.
It is hereby announced.
Tangrenshen Group Co.Ltd(002567) Annex I of the board of directors on January 9, 2002:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: “362567”, voting abbreviation: “Tang 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 shareholders vote 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 opinions of the general proposal shall prevail.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange:
1. Voting time: trading hours on January 26, 2022, i.e. 9:15 ~ 9:25 a.m., 9:30 ~ 11:30 p.m. and 13:00 ~ 15:00 p.m;
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
1. The voting time of the Internet voting system is any time from 9:15 to 15:00 on January 26, 2022.
2. Shareholders who vote online through the Internet voting system shall 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 II:
Power of attorney
Tangrenshen Group Co.Ltd(002567) board of directors:
I hereby authorize (Mr. / Ms.) to attend the first extraordinary general meeting of shareholders in Tangrenshen Group Co.Ltd(002567) 2022 held on January 26, 2022 in the conference room on the fourth floor of the company’s headquarters in Liyu Industrial Park, national high tech Industrial Development Zone, Zhuzhou City, Hunan Province, and vote on the following proposals on behalf of (the company and myself) in accordance with the following instructions. If (the company and I) do not give specific instructions on the voting matters of the meeting, the trustee may exercise the voting right on behalf of (the company and I), and the consequences of exercising the voting right shall be borne by (the company and I).
No. items under consideration agree against abstention
1.00 about 2022 stock option incentive plan (Draft)
Proposal and its summary
2.00 implementation plan for stock option incentive plan in 2022
Proposal on implementation of assessment management measures
Proposal for the general meeting of shareholders to authorize the board of directors to handle
3.00 matters related to the company’s 2022 stock option incentive plan
Appropriate proposal
Note: for each voting matter, please choose to agree, oppose or abstain according to the shareholders\’ own opinions, and mark “√” in the corresponding column. One of the three must be selected. If you choose more than one or do not choose, it will be deemed as invalid entrustment.
Validity period of this authorization: from the signing date to the end of this shareholders’ meeting.
ID number three Name: signature or seal: principal’s ID number or business license number: the number of principal held by a client: the nature of the principal’s holding: the client’s account: the name of the trustee: the signature of the trustee: the identity card number of the trustee:
Entrusted date: mm / DD / yy
Validity period of entrustment: from the entrustment date to the end of the first extraordinary general meeting of shareholders in Tangrenshen Group Co.Ltd(002567) 2022.
Note: the legal person shareholder must be signed or sealed by the legal representative or written authorized person of the legal person unit, and stamped with the official seal of the unit.
