Securities code: 002570 securities abbreviation: Beingmate Co.Ltd(002570) Announcement No.: 2022-012 Beingmate Co.Ltd(002570)
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.
Beingmate Co.Ltd(002570) (hereinafter referred to as “the company”) convened the 13th meeting of the 8th board of directors on January 10, 2022, deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022, and agreed to convene the first extraordinary general meeting of shareholders in 2022 on January 26, 2022. The specific matters are hereby announced as follows:
1、 Basic information of the meeting
1. Session: the first extraordinary general meeting of shareholders in 2022
2. Convener: Board of directors
3. Legality and compliance of the meeting: after deliberation at the 13th meeting of the 8th board of directors of the company, it is agreed to convene the first extraordinary general meeting of shareholders in 2022. The convening and convening procedures of the meeting comply 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: 14:30 p.m. on Wednesday, January 26, 2022
(2) Online voting time: January 26, 2022
Among them, the specific time for online voting through the trading system of Shenzhen stock exchange is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on January 26, 2022; The specific 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 was held by combining on-site voting and online voting.
(1) On site voting: shareholders attend the meeting in person or entrust others to attend the meeting by power of attorney;
(2) Online voting: the general meeting of shareholders provides all shareholders with an online voting platform through the trading system of Shenzhen Stock Exchange and the Internet voting system. The shareholders of the company registered on the equity registration date can exercise their voting rights through the above system during the online voting time. Shareholders of the company can only choose one of on-site voting (on-site voting can be entrusted by proxy) and online voting. In case of repeated voting for the same voting right, the first valid voting result shall prevail.
6. Equity registration date of the meeting: Friday, January 14, 2022
7. Meeting attendees
(1) As of the closing of the market on the afternoon of January 14, 2022, all ordinary 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, and can entrust an agent in writing to attend the meeting and vote (see Annex II for the power of attorney). The shareholder agent does not have to be a shareholder of the company, Or participate in online voting during online voting time.
(2) Directors, supervisors and senior managers of the company.
(3) Witness lawyers and relevant personnel employed by the company.
8. Venue of the meeting: Beingmate Co.Ltd(002570) conference room (building 10, No. 1, Weiye Road, Binjiang District, Hangzhou City, Zhejiang Province).
2、 Matters considered at the meeting
(I) name of proposal
1. Proposal on changing the company type and amending the articles of Association;
2. Proposal on the company’s application for comprehensive credit line from the bank;
3. Proposal on applying for asset mortgage loans from banks;
4. Proposal on providing guarantee for subsidiaries by the company;
5. Proposal on daily connected transactions expected in 2022;
6. Proposal on by election of independent directors of the company;
7. Proposal on by election of non employee representative supervisors of the company.
(II) disclosure of proposals
The above proposals have been deliberated and adopted at the 13th meeting of the 8th board of directors and the 7th Meeting of the 8th board of supervisors. The details were published on cninfo.com on November 2021（ http://www.cn.info.com.cn. ）And relevant announcements in China Securities Journal, securities times, Shanghai Securities News and Securities Daily.
Special tips:
1. Proposals 1 and 4 are special resolutions, which shall be adopted by more than two-thirds of the voting rights held by the shareholders attending the meeting.
2. The above proposals are major issues affecting the interests of small and medium-sized investors. The votes of small and medium-sized investors will be counted separately and disclosed in a timely manner. (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)
3. Proposal 5 is a related party transaction, and the related shareholder Beingmate Co.Ltd(002570) Group Co., Ltd. needs to avoid voting. 3、 Proposal code
Table I. proposal code of the general meeting of shareholders:
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 proposal on changing the company type and amending the articles of association √
2.00 proposal on the company’s application for comprehensive credit line from the bank √
3.00 proposal on applying for asset mortgage loan from bank √
4.00 proposal on guarantee provided by the company for subsidiaries √
5.00 proposal on daily connected transactions in 2022 √
6.00 proposal on by election of independent directors of the company √
7.00 proposal on by election of non employee representative supervisors of the company √
4、 Meeting registration method
1. Registration time: January 19, 2022 (9:00-11:00 a.m. and 14:00-17:00 p.m.)
2. Place of registration and place of delivery of power of attorney: Beingmate Co.Ltd(002570) Office of the board of directors
Address: Building 10, No. 1, Weiye Road, Binjiang District, Hangzhou, Zhejiang
Post code: 310053
3. Registration method
(1) If the legal representative of a legal person shareholder attends the meeting, he / she shall go through the registration formalities with his / her ID card, copy of business license (with official seal) and stock account card; If an agent is entrusted to attend, it shall go through the registration formalities with the agent’s ID card, the power of attorney of the legal person, the copy of the business license of the legal person (with official seal) and the stock account card.
(2) If an individual shareholder attends the meeting in person, he shall go through the registration formalities with his own ID card, stock account card and shareholding certificate; If an agent is entrusted to attend the meeting, it shall go through the registration formalities with the agent’s ID card, power of attorney, the principal’s stock account card and shareholding certificate.
(3) Non local shareholders can register by letter or fax with the above relevant certificates (they must be delivered or faxed to the company before 17:00 p.m. on January 20, 2022, and the letter shall be subject to the postmark). Telephone registration is not accepted. Shareholders registered by fax must bring the original of the above materials and submit them to the company when attending the on-site meeting.
(4) Precautions:
① Shareholders and shareholders’ agents attending the meeting shall bring the original of relevant certificates to the meeting.
② Due to the covid-19 virus epidemic prevention and control requirements, shareholders participating in the on-site meeting must send the registration information to the mailbox of the board office before 17:00 on January 20 [email protected]. And confirm by telephone that the company must report the visiting shareholders in advance before receiving the shareholders’ visit.
5、 Specific operation process of participating in online voting
The general meeting of shareholders provides shareholders with a voting platform in the form of network. Shareholders can vote through the trading system of Shenzhen Stock Exchange or the Internet voting system（ http://wltp.cn.info.com.cn. ）See Annex 1 for the specific operation process of online voting.
6、 Other matters
1. Meeting contact:
Contact Department: Beingmate Co.Ltd(002570) Board Office
Contact address: Building 10, No. 1, Weiye Road, Binjiang District, Hangzhou City, Zhejiang Province Postal Code: 310053
Meeting contact: Li Zhirong Oriole
Tel.: 0571-28038959 Fax: 0571-28077045
2. The duration of the on-site meeting of the general meeting of shareholders is expected to be half a day, and the shareholders attending the meeting shall bear their own accommodation and transportation expenses.
7、 Document for future reference 1, Beingmate Co.Ltd(002570) resolution of the 13th meeting of the 8th board of directors. 2. Beingmate Co.Ltd(002570) resolution of the seventh meeting of the eighth board of supervisors. 3. Other documents required by SZSE. It is hereby announced.
Beingmate Co.Ltd(002570) board of directors
January 11, 2022
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 362570.
2. Voting abbreviation: voting in the United States.
3. Fill in the voting opinions.
The shareholders’ meeting does not involve cumulative voting proposals.
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
4. 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 time on January 26, 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 January 26, 2022 (the day of the on-site general meeting) and ends at 3:00 p.m. on January 26, 2022 (the day of the end of the on-site general meeting).
2. Shareholders who conduct online voting through the Internet voting system shall 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 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.
Beingmate Co.Ltd(002570)
Power of attorney for the first extraordinary general meeting of shareholders in 2022
I hereby authorize (Mr. / Ms.) to attend the first extraordinary general meeting of shareholders in 2022 held on January 26, 2022 on behalf of myself (unit), vote on the proposals considered at the meeting according to the instructions of this power of attorney, and sign the relevant documents to be signed at the meeting. 1、 Client and trustee information:
Name of client:
Signature of the client / seal of the client (signature of natural person shareholder and official seal of legal person shareholder):
Number of shares held: nature of shares:
Name of the trustee: ID number:
Date of issuance of power of attorney:
Validity period of the power of attorney: from the date of issuance of this power of attorney to the end of the general meeting of shareholders.
2、 Voting opinions shall be exercised in one of the following two ways (tick “√” in parentheses):
1. The trustor agrees that the trustee shall vote according to the opinions listed in the table below ()
2. The trustor agrees that the trustee shall vote according to its own opinion ()
Voting opinions on proposals of the general meeting of shareholders
remarks
Proposal code proposal name the checked column is the same as
