Securities code: Suzhou Veichi Electric Co.Ltd(688698) securities abbreviation: Suzhou Veichi Electric Co.Ltd(688698) Suzhou Veichi Electric Co.Ltd(688698)
Materials of the first extraordinary general meeting of shareholders in 2022
April 2022
Suzhou Veichi Electric Co.Ltd(688698)
List of materials for the first extraordinary general meeting of shareholders in 2022
Notes to the first extraordinary general meeting of shareholders in 2022 Agenda of the first extraordinary general meeting of shareholders in 201242022 proposal of the first extraordinary general meeting of shareholders 6 proposal 1: proposal on the company’s 2022 restricted stock incentive plan (Draft) and its summary 6 proposal 2: proposal on the measures for the implementation and assessment of the company’s 2022 restricted stock incentive plan 7 proposal 3: proposal on submitting to the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive eight
Suzhou Veichi Electric Co.Ltd(688698)
Notes to the first extraordinary general meeting of shareholders in 2022
In order to safeguard the legitimate rights and interests of all shareholders of the company, ensure the normal order and efficiency of the general meeting of shareholders, and ensure the smooth progress of the general meeting, in accordance with the relevant provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the rules of the general meeting of shareholders of listed companies, the Suzhou Veichi Electric Co.Ltd(688698) articles of association and the rules of procedure of Suzhou Veichi Electric Co.Ltd(688698) general meeting of shareholders, Suzhou Veichi Electric Co.Ltd(688698) (hereinafter referred to as “the company”) hereby formulates the instructions for the first extraordinary general meeting of shareholders in 2022:
1、 In order to confirm the attendance qualification of shareholders or their agents or other attendees attending the meeting, the meeting staff will carry out necessary verification of the identity of the attendees and ask the verified ones to cooperate.
2、 In order to ensure the seriousness and normal order of the shareholders’ meeting and effectively safeguard the legitimate rights and interests of the shareholders (or shareholders’ agents) attending the meeting, the company has the right to refuse other persons to enter the meeting place except the shareholders (or shareholders’ agents), the company’s directors, supervisors, senior managers, witness lawyers and those invited by the board of directors.
3、 Shareholders (or shareholders’ agents) attending the meeting must go through the registration formalities at the meeting site 30 minutes before the meeting, and please show the stock account card, ID card, identity certificate of legal representative / executive partner, power of attorney and other identity proof materials as required. They can attend the meeting only after receiving the meeting materials after verification.
After the commencement of the meeting, the chairman of the meeting shall announce the number of shareholders and shareholders’ agents attending the meeting and the total number of voting shares held by them. After that, the shareholders who enter the meeting shall not be entitled to participate in the on-site voting.
4、 Shareholders and their proxies attend the general meeting of shareholders and enjoy the right to speak, question, vote and other rights according to law. Shareholders and their agents attending the general meeting of shareholders shall earnestly perform their legal obligations, shall not infringe upon the legitimate rights and interests of the company and other shareholders and their agents, and shall not disturb the normal order of the general meeting of shareholders.
5、 Shareholders or shareholders’ agents who require to speak and ask questions on site shall register and submit questions at the time of meeting registration. The chairman of the meeting shall arrange speeches according to the list and order of registration.
If shareholders and their agents ask for on-site questions, they shall raise their hands according to the agenda of the meeting and speak with the permission of the chairman of the meeting. When more than one shareholder and shareholder’s agent request to speak at the same time, the one who raises his hand first shall speak; When the order cannot be determined, the host shall designate the speaker.
During the meeting, only shareholders and their agents are allowed to speak or ask questions. The speeches or questions of shareholders and their agents shall focus on the topics of the meeting, be concise and concise, and the time shall not exceed 5 minutes in principle.
6、 When shareholders and their proxies request to speak, they shall not interrupt the report of the meeting reporter or the speeches of other shareholders and their proxies. When voting at the general meeting of shareholders, shareholders and their proxies will no longer speak. If shareholders and their agents violate the above provisions, the chairman of the meeting has the right to refuse or stop them.
7、 The moderator may arrange directors, supervisors and senior managers of the company to answer questions raised by shareholders. For questions that may reveal the company’s trade secrets and / or inside information and damage the common interests of the company and shareholders, the host or its designated relevant personnel have the right to refuse to answer.
8、 All proposals of the general meeting of shareholders are listed on the same vote. Shareholders attending the general meeting of shareholders shall express one of the following opinions on the proposals submitted for voting: agree, oppose or abstain. The shareholders present at the scene are requested to fill in item by item as required, and be sure to sign the name of the shareholder. Those who fail to fill in, over fill in, wrong fill in, illegible handwriting, no signature of the voter or fail to vote shall be deemed to have abstained.
9、 The general meeting of shareholders adopts the combination of on-site voting and online voting, and the announcement of the resolution of the general meeting of shareholders is issued in combination with the voting results of on-site voting and online voting.
10、 During the meeting, the participants shall pay attention to maintaining the order of the meeting place, do not walk around at will, adjust the mobile phone to the silent state, and refuse personal recording, video recording and photographing. The meeting staff have the right to stop the acts that interfere with the normal procedures of the meeting, make trouble or infringe on the legitimate rights and interests of other shareholders, and report to the relevant departments for handling.
11、 The meeting was witnessed by the practicing lawyer of the law firm hired by the company and issued a legal opinion.
12、 The expenses incurred by shareholders attending the general meeting of shareholders shall be borne by the shareholders themselves. The company will not give gifts to shareholders participating in the general meeting of shareholders, and will not be responsible for arranging the accommodation of shareholders participating in the general meeting of shareholders, so as to treat all shareholders equally.
13、 Please refer to the notice of Suzhou Veichi Electric Co.Ltd(688698) on convening the first extraordinary general meeting of shareholders in 2022 disclosed by the company on the website of Shanghai Stock Exchange on April 8, 2022.
Fourteen, special reminder: according to the notice issued by the Shanghai Stock Exchange on the full support for the prevention and control of New Coronavirus infection related pneumonia business arrangements, in order to strengthen the prevention and control of the epidemic situation of New Coronavirus infection and effectively reduce the aggregation of personnel and protect the health of investors, the company encourages shareholders to participate in the general meeting by voting online. Shareholders who need to attend the on-site meeting shall take effective protective measures, cooperate with the on-site requirements, and accept the relevant epidemic prevention work such as identity verification and information registration, temperature detection, showing travel code, health code, nucleic acid detection certificate, centralized isolation medical observation, etc. Only those whose body temperature is normal on the day of the meeting and sukang code shows green code can participate in the meeting; All personnel from medium and high risk areas are not allowed to attend the meeting on site; Personnel from non medium and high risk areas who come to the site to attend the meeting shall hold the negative certificate of 24-hour nucleic acid test. During the meeting, please wear a mask and keep a necessary distance according to the meeting arrangement. If the local government departments and other authorities issue new epidemic prevention regulations on the day of the meeting, the company has the right to require the participants to cooperate in the implementation. Shareholders who do not meet the requirements of the epidemic prevention and control policy will not be able to enter the meeting, but they can still vote through online voting.
Suzhou Veichi Electric Co.Ltd(688698)
Agenda of the first extraordinary general meeting of shareholders in 2022
1、 Meeting time, place and voting method
(I) meeting time: 14:00 on April 26, 2022
(II) Venue: conference room 1000, Songjia Road, Guoxiang street, Wuzhong Economic and Technological Development Zone, Suzhou
(III) convener of the meeting: Suzhou Veichi Electric Co.Ltd(688698) board of directors
(IV) Moderator: Mr. Hu Zhiyong, chairman
(V) voting method: combination of on-site voting and online voting
(VI) online voting system, starting and ending date and voting time
Online voting system: online voting system for shareholders’ meeting of Shanghai Stock Exchange
Starting and ending time of online voting: from April 26, 2022
February 26, 2024
The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders.
2、 Agenda of the meeting
(I) participants sign in, receive meeting materials, and shareholders register their speeches
(II) the host announces the commencement of the meeting and reports to the general meeting the number of shareholders attending the on-site meeting and the number of voting shares held
(III) the moderator read out the instructions for the general meeting of shareholders
(IV) election of vote counting and scrutinizing members
(V) review the following proposals one by one:
No. proposal name
1. Proposal on the company’s 2022 restricted stock incentive plan (Draft) and its summary
2. Proposal on the company’s measures for the assessment and management of the implementation of the restricted stock incentive plan in 2022
3. Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive
(VI) for the deliberation of the general meeting of shareholders, the shareholders and their agents speak and ask questions
(VII) shareholders attending the meeting and their proxies vote on various proposals
(VIII) adjourn the meeting and count the on-site voting results and online voting results
(IX) when the meeting is resumed, the chairman shall announce the voting results and the passage of proposals
(x) the chairman read out the resolutions of the general meeting of shareholders
（11） The witness lawyer read out the legal opinion
（12） Signing meeting documents
（13） The moderator declared the meeting closed
Suzhou Veichi Electric Co.Ltd(688698)
Proposal of the first extraordinary general meeting of shareholders in 2022
Proposal 1: proposal on the company’s 2022 restricted stock incentive plan (Draft) and its summary
Shareholders and shareholder representatives:
In order to further establish and improve the company’s long-term incentive mechanism, attract and retain excellent talents, fully mobilize the enthusiasm of the company’s employees, effectively combine the interests of shareholders, the company and the personal interests of employees, and enable all parties to pay common attention to the long-term development of the company, on the premise of fully protecting the interests of shareholders, in accordance with the principle of equal incentives and constraints, and in accordance with the company law of the people’s Republic of China The securities law of the people’s Republic of China, the measures for the administration of equity incentive of listed companies, the Listing Rules of Shanghai Stock Exchange on the science and innovation board, the business guide for information disclosure of companies listed on the science and Innovation Board No. 4 – disclosure of equity incentive information, the self regulatory guide for companies listed on the science and Innovation Board No. 4 – disclosure of equity incentive information and other relevant laws, regulations and normative documents, as well as the provisions of the articles of association, The company has formulated the restricted stock incentive plan for 2022 (Draft) and its abstract, and plans to implement the restricted stock incentive plan to the incentive objects.
The specific contents of this proposal are detailed in the company’s website of Shanghai Stock Exchange (www.sse. Com. CN.) on April 8, 2022 The Suzhou Veichi Electric Co.Ltd(688698) 2022 restricted stock incentive plan (Draft) and the summary announcement of Suzhou Veichi Electric Co.Ltd(688698) 2022 restricted stock incentive plan (Draft) (Announcement No.: 2022006).
This proposal has been deliberated and adopted at the 20th meeting of the first board of directors and the 14th meeting of the first board of supervisors, and is hereby submitted to the general meeting of shareholders for deliberation.
Suzhou Veichi Electric Co.Ltd(688698) board of directors April 26, 2022
Suzhou Veichi Electric Co.Ltd(688698)
Proposal of the first extraordinary general meeting of shareholders in 2022
Proposal 2: proposal on the company’s measures for the assessment and management of the implementation of the restricted stock incentive plan in 2022
Shareholders and shareholder representatives:
In order to ensure the smooth implementation of the company’s restricted stock incentive plan in 2022 and the realization of the company’s development strategy and business objectives, the company hereby formulates the management measures for the implementation and assessment of the company’s restricted stock incentive plan in 2022 in accordance with relevant laws and regulations, the provisions of the restricted stock incentive plan in 2022 (Draft) and the actual situation of the company.
The specific contents of this proposal are detailed in the company’s website of Shanghai Stock Exchange (www.sse. Com. CN.) on April 8, 2022 Administrative measures for the implementation and assessment of Suzhou Veichi Electric Co.Ltd(688698) 2022 restricted stock incentive plan.
This proposal has been deliberated and adopted at the 20th meeting of the first board of directors and the 14th meeting of the first board of supervisors, and is hereby submitted to the general meeting of shareholders for deliberation.
Suzhou Veichi Electric Co.Ltd(688698) board of directors April 26, 2022
Suzhou Veichi Electric Co.Ltd(688698)
Proposal of the first extraordinary general meeting of shareholders in 2022
Proposal 3: proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive
Shareholders and shareholder representatives:
In order to implement the company’s restricted stock incentive plan in 2022, the board of directors of the company requests the general meeting of shareholders to authorize the board of directors to handle the following matters related to the company’s restricted stock incentive plan:
1. Submit to the general meeting of shareholders of the company to authorize the board of directors to be responsible for the following matters for the specific implementation of the equity incentive plan: (1) authorize the board of directors to determine the qualifications and conditions of the incentive object to participate in the restricted stock incentive plan, and determine the grant date of the restricted stock incentive plan;
(2) Authorize the board of directors to follow the provisions of the restricted stock incentive plan when the company has matters such as the conversion of capital reserve into share capital, the distribution of stock dividends, the subdivision or reduction of shares, and the allotment of shares
