Securities code: Haining China Leather Market Co.Ltd(002344) securities abbreviation: Haining China Leather Market Co.Ltd(002344) Announcement No.: 2022016 Haining China Leather Market Co.Ltd(002344)
Notice on convening the 2021 annual general meeting of shareholders
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and are jointly and severally liable for false records, misleading statements or major omissions in the announcement.
According to the resolution of the 10th meeting of the 5th board of directors of Haining China Leather Market Co.Ltd(002344) (hereinafter referred to as “the company”), the company decided to hold the 2021 annual general meeting of shareholders on May 18, 2022. The relevant matters of the meeting are hereby notified as follows:
1、 Basic information of the general meeting of shareholders
1. Convener: Board of directors
2. Legality and compliance of the meeting: the convening procedures of the general meeting of shareholders comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
3. Meeting time:
On site meeting time: 14:00 PM, May 18, 2022;
Online voting time: May 18, 2022.
(1) The specific time of online voting through the trading system of Shenzhen stock exchange is: trading time of Shenzhen Stock Exchange on May 18, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00.
(2) The specific time of voting through the Internet voting system of Shenzhen stock exchange is: 9:15 a.m. on May 18, 2022 to 15:00 p.m. on May 18.
4. Venue of the on-site meeting: conference room 5, 19th floor, leather city building, No. 201, Haizhou West Road, Haining City, Zhejiang Province. Method of meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting. The general meeting of shareholders will provide the shareholders of the company with a voting platform in the form of network through the trading system of Shenzhen Stock Exchange and the Internet voting system. The shareholders of the company can exercise their voting rights through the trading system of Shenzhen Stock Exchange or the Internet voting system during the online voting time.
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 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.
6. Attendees:
(1) The equity registration date of this shareholders’ meeting is May 11, 2022. That is, as of the afternoon of May 11, 2022, after the closing of the transaction, the shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Corporation have the right to attend and vote at the general meeting of shareholders in the form of this notice. If the shareholders are unable to attend the meeting in person for some reason, they can entrust an agent in writing (the agent does not have to be a shareholder of the company) to attend the meeting;
(2) Directors, supervisors and senior managers of the company;
(3) Lawyers and other relevant personnel.
2、 Proposals considered at the general meeting of shareholders
(I) deliberating the proposal on deliberating the work report of the board of directors in 2021;
(II) review the proposal on reviewing the work report of the board of supervisors in 2021;
(III) deliberating the proposal on deliberating the annual report and summary of 2021;
(IV) review the proposal on reviewing the profit distribution plan for 2021;
(V) deliberating the proposal on deliberating the financial final accounts report of 2021;
(VI) review the proposal on reviewing the financial budget report of 2022;
(VII) review the proposal on reviewing the special report on the deposit and use of raised funds in 2021;
(VIII) deliberating the proposal on renewing the appointment of Tianjian certified public accountants as the audit institution of the company;
(IX) review the proposal on continuing to use self owned funds for investment and financial management;
(x) review the proposal on changing the registered capital and total share capital of the company and amending the articles of Association; （11） Deliberating the proposal on Amending the measures for the administration of Haining China Leather Market Co.Ltd(002344) managers’ remuneration;
（12） Deliberated the proposal on providing guarantee for the rehabilitation hospital of the holding subsidiary.
According to the requirements of the articles of association, the rules of procedure of the general meeting of shareholders and the guidelines for the standardized operation of listed companies, proposal (IV), proposal (VII), proposal (VIII), proposal (IX) and proposal (XII) are major matters affecting the interests of small and medium-sized investors. The company will vote on small and medium-sized investors separately, and the results of the separate vote counting will be publicly disclosed in the announcement of the resolution of the general meeting of shareholders. Small and medium-sized investors refer to shareholders other than the following shareholders: (1) directors, supervisors and senior managers of listed companies; (2) Shareholders who individually or jointly hold more than 5% of the shares of the listed company.
The above proposals (I), (III), (IV), (V), (VI), (VII), (VIII), (IX), (x), (XI) and (XII) have been deliberated and adopted at the 10th meeting of the 5th board of directors, and the proposals (II), (III), (IV), (V), (VI), (VII), (VIII), (IX), (x), (XI) and (XII) have been deliberated and adopted at the 10th meeting of the 5th board of supervisors, For details, please refer to the company’s designated information disclosure media securities times, China Securities Journal and cninfo on April 16, 2022（ http://www.cn.info.com.cn. ）The announcement on the resolution of the 10th meeting of the 5th board of directors and the announcement on the resolution of the 10th meeting of the 5th board of supervisors disclosed at the meeting. Among the above proposals, proposal (x) is a special resolution, which shall be adopted by more than two-thirds of the voting shares held by the shareholders and their agents attending the general meeting of shareholders; Other proposals are ordinary resolutions, which shall be adopted by more than half of the voting shares held by the shareholders and their agents attending the general meeting of shareholders.
The independent directors of the company will make an annual report at the general meeting of shareholders.
3、 Proposal code of this shareholders’ meeting
Remarks on the proposal
The ticked column of the code proposal name column can vote
100 total proposal √
1.00 proposal on reviewing the work report of the board of directors in 2021 √
2.00 proposal on reviewing the work report of the board of supervisors in 2021 √
3.00 proposal on deliberation of 2021 annual report and summary √
4.00 proposal on reviewing the profit distribution plan for 2021 √
5.00 proposal on reviewing the financial final accounts report of 2021 √
6.00 proposal on reviewing the financial budget report of 2022 √
7.00 discussion on reviewing the special report on the deposit and use of raised funds in 2021 √
case
8.00 proposal on reappointment of Tianjian certified public accountants as the company’s audit institution √
9.00 proposal on continuing to use self owned funds for investment and financial management √
10.00 on changing the registered capital and total share capital of the company and amending the articles of association √
11.00 revision of Haining China Leather Market Co.Ltd(002344) operator compensation management office √
Bill on the law of the people’s Republic of China
12.00 proposal on providing guarantee for the rehabilitation hospital of the holding subsidiary √
4、 Measures for registration of shareholders participating in on-site meetings
1. Natural person shareholders shall go through the registration formalities on the strength of their ID card, securities account card and shareholding certificate;
2. The entrusted agent shall go through the registration formalities on the strength of his own ID card, power of attorney (original), client’s ID card, client’s securities account and shareholding certificate;
3. The legal person shareholder shall go through the registration formalities on the strength of the copy of the business license (with official seal), the original identity certificate of the legal representative, the original power of attorney signed and sealed by the legal representative and the ID card of the attendee;
4. Non local shareholders can register by letter or fax with the above relevant certificates (must be delivered or faxed to the company before 16:00 p.m. on May 13, 2022), and do not accept telephone registration;
5. Registration time: 9:00-11:00 a.m. and 14:00-16:00 p.m. on May 13, 2022;
6. Registration place: securities legal department, 19th floor, leather city building, No. 201, Haizhou West Road, Haining City, Zhejiang Province.
5、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide shareholders with an online voting platform. Shareholders can vote through the trading system of Shenzhen Stock Exchange or the Internet voting system（ http://wltp.cn.info.com.cn. ）Participate in online voting. See Annex I for the specific operation process of online voting.
6、 Other precautions
1. Contact information
Contact: Zhu Wenting
Tel.: 057387217777
Fax: 057387217999
mail box: [email protected].
Mailing address: securities legal department, 19th floor, leather city building, No. 201, Haizhou West Road, Haining City, Zhejiang Province
Postal Code: 314400
2. The on-site meeting of the general meeting of shareholders lasts for half a day, and the board, lodging and transportation expenses of the participating shareholders shall be borne by themselves
7、 Documents for future reference
1. Announcement on the resolution of the 10th meeting of Haining China Leather Market Co.Ltd(002344) the 5th board of directors; 2. Announcement on the resolution of the 10th meeting of Haining China Leather Market Co.Ltd(002344) the 5th board of supervisors. Annex I: specific operation process of participating in online voting Annex II: sample of power of attorney is hereby announced.
Haining China Leather Market Co.Ltd(002344)
Board of directors
April 16, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation: the voting code is “362344”, and the voting abbreviation is “haipi voting”. 2. Proposal setting and opinion voting:
(1) Proposal setting
List of “proposal code” corresponding to the proposal of the general meeting of shareholders
Remarks on the proposal
The ticked column of the code proposal name column can vote
100 total proposal √
1.00 proposal on reviewing the work report of the board of directors in 2021 √
2.00 proposal on reviewing the work report of the board of supervisors in 2021 √
3.00 proposal on deliberation of 2021 annual report and summary √
4.00 proposal on reviewing the profit distribution plan for 2021 √
5.00 proposal on reviewing the financial final accounts report of 2021 √
6.00 proposal on reviewing the financial budget report of 2022 √
7.00 discussion on reviewing the special report on the deposit and use of raised funds in 2021 √
case
8.00 proposal on reappointment of Tianjian certified public accountants as the company’s audit institution √
9.00 proposal on continuing to use self owned funds for investment and financial management √
10.00 on changing the registered capital and total share capital of the company and amending the articles of association √
11.00 revision of Haining China Leather Market Co.Ltd(002344) operator Compensation Management Office
