Securities code: 688772 securities abbreviation: Zhuhai Cosmx Battery Co.Ltd(688772) Announcement No.: 2022-003 Zhuhai Cosmx Battery Co.Ltd(688772)
Announcement of resolutions of the first extraordinary general meeting of shareholders in 2022
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of the announcement, and bear legal liabilities for the authenticity, accuracy and completeness of the contents according to law. Important content: whether there is any proposal rejected at this meeting: none. Convening and attendance of the meeting
(I) time of the general meeting of shareholders: January 10, 2022
(II) place of the general meeting of shareholders: Room 2, office building Zhuhai Cosmx Battery Co.Ltd(688772) No. 209, Zhufeng Avenue, Jing'an Town, Doumen District, Zhuhai (III) ordinary shareholders, shareholders with special voting rights, preferred shareholders whose voting rights have been restored and the number of voting rights held:
1. Number of shareholders and proxies attending the meeting 44
Number of ordinary shareholders 44
2. Number of voting rights held by shareholders 1415670
Number of voting rights held by ordinary shareholders 561412970
3. Proportion of the number of voting rights held by shareholders attending the meeting to the number of voting rights of the company
Cases (%) 50.0432
Proportion of the number of voting rights held by ordinary shareholders to the number of voting rights of the company (%) 50.0432
(IV) whether the voting method complies with the provisions of the company law and the articles of association, the chairmanship of the general meeting, etc.
The shareholders' meeting was convened by the board of directors and presided over by Mr. Xu Yanming, chairman. The voting method adopted in the shareholders' meeting is a combination of on-site voting and online voting. The meeting was held in accordance with the company law of the people's Republic of China, the rules for the general meeting of shareholders of listed companies, the Listing Rules of science and Innovation Board of Shanghai Stock Exchange and other relevant laws, administrative regulations, departmental rules, normative documents, the articles of association of Zhuhai Cosmx Battery Co.Ltd(688772) and the rules of procedure of Zhuhai Cosmx Battery Co.Ltd(688772) general meeting. The resolutions of the meeting were legal and effective. (V) attendance of directors, supervisors and Secretary of the board of directors of the company
1. 9 directors in office and 9 present;
2. There are 3 supervisors in office and 3 present;
3. Attendance of the Secretary of the board of directors; Attendance of other senior executives.
Mr. Niu Yuhong, deputy general manager and Secretary of the board of directors, attended the meeting. Mr. Liu Mingzhuo, deputy general manager and financial director, and Mr. Xie bin, deputy general manager, attended the meeting as nonvoting delegates. 2、 Deliberation of the proposal (I) non cumulative voting proposal 1. Name of the proposal: proposal on the first phase of restricted stock incentive plan (Draft) and its summary. Deliberation results: passed
Voting:
Agree against waiver
Type of shareholders proportion of votes proportion of votes (%) (%) (%)
Common stock 561403206 99.9982 9764 0.0018 0.0000
2. Proposal Name: proposal on the administrative measures for the assessment of the first phase of restricted stock incentive plan
Outcome: adopted
Voting:
Types of shareholders agree against waiver
Proportion of votes proportion of votes proportion of votes
（%） （%） （%）
Common stock 561403206 99.9982 9764 0.0018 0.0000
3. Proposal Name: proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the first phase of restricted stock incentive plan
Outcome: adopted
Voting:
Agree against waiver
Type of shareholders proportion of votes proportion of votes (%) (%) (%)
Common stock 561403206 99.9982 9764 0.0018 0.0000
(II) if major matters are involved, the voting situation of less than 5% shareholders shall be explained
I agree against abstention
Name of proposal proportion of votes sequence number of votes (%) number of votes (%) No
1. About the first term 312181403 99.9969 9764 0.0031 0.0000 institutional stock incentive
Plan (Draft)
And its summary
case
2 about the first term 312181403 99.9969 9764 0.0031 0.0000 institutional stock incentive
Plan assessment management
Proposal of the measures
3. About submitting to the general meeting of shareholders 312181403 99.9969 9764 0.0031 0.0000 to authorize directors
The first phase will be handled
Restricted stock incentive
About the plan
1. Explanation on the voting of the motion (III) Special resolution proposal: proposal 1, proposal 2 and proposal 3.
Have been approved by more than 2 / 3 of the total number of valid voting shares held by shareholders and shareholder agents attending the general meeting of shareholders; 2. Proposals for separate vote counting for small and medium-sized investors: proposal 1, proposal 2 and proposal 3;
3. Proposals involving related shareholders' avoidance of voting: proposal 1, proposal 2 and proposal 3;
Name of affiliated shareholders who should avoid voting: the proposed incentive object or shareholders associated with it. 4. Public solicitation of voting rights by independent directors: according to the relevant provisions of the measures for the administration of equity incentive of listed companies and the Interim Provisions on the administration of public solicitation of shareholders' rights of listed companies, the company disclosed the announcement on public solicitation of entrusted voting rights by independent directors on the website of Shanghai Stock Exchange on December 24, 2021. Mr. Zhao Yan, an independent director, was entrusted by other independent directors as the collector to publicly solicit entrusted voting rights from all shareholders of the company on the proposals related to the first phase of restricted stock incentive plan considered at the shareholders' meeting. During the solicitation of proxy voting, the solicitors received the proxy voting as follows: (1) the number of authorized shareholders was 1, the number of shares held was 24923482, and the shareholding ratio was 2.2216%. (2) The collector has exercised the shareholder's rights on behalf of the shareholders in accordance with the disclosed voting opinions and the instructions in the shareholder's power of attorney
(3) All proposals 1, 2 and 3 involved in the solicitation were voted through.
3、 Witness by lawyers 1. Law firm witnessed at the shareholders' meeting: Shanghai Tongli law firm
Lawyer: Li Qiong, Zuo Chengguang 2. Lawyer's Witness conclusion:
The convening and convening procedures of this meeting comply with the provisions of relevant laws, regulations and the articles of association, the qualifications of the participants and the convener of this meeting are legal and valid, the voting procedures of this meeting comply with the provisions of relevant laws, regulations and the articles of association, and the voting results of this meeting are legal and valid.
It is hereby announced.
Zhuhai Cosmx Battery Co.Ltd(688772) board of directors January 11, 2022
