Securities code: Fujian Cosunter Pharmaceutical Co.Ltd(300436) securities abbreviation: Fujian Cosunter Pharmaceutical Co.Ltd(300436) Announcement No.: 2022045 Fujian Cosunter Pharmaceutical Co.Ltd(300436)
Notice on convening the 2021 annual general meeting of shareholders
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.
In accordance with the relevant provisions of the company law and the articles of association, the 13th meeting of the 4th board of directors of Fujian Cosunter Pharmaceutical Co.Ltd(300436) (hereinafter referred to as “the company”) deliberated and adopted the decision to convene the 2021 annual general meeting of shareholders on May 13, 2022. The relevant matters of the meeting are hereby notified as follows:
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: 2021 annual general meeting of shareholders
2. Convener: Board of directors
3. Legality and compliance of the meeting: the company held the 2021 annual general meeting of shareholders after the deliberation and approval of the 13th meeting of the Fourth Board of directors; The convening procedure of the meeting shall 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: 14:00, May 13, 2022 (Friday)
(2) Online voting time:
1) The specific time of 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 May 13, 2022.
2) The specific time of voting through the Internet voting system of Shenzhen stock exchange is: 9:15-15:00 on May 13, 2022.
5. Convening method of the meeting: this general meeting of shareholders is held by combining on-site voting and online voting. Shareholders of the company shall choose one of on-site voting and online voting. If there is repeated voting for the same voting right, the first voting result shall prevail.
6. Equity registration date of the meeting: May 6, 2022
7. Attendees:
(1) Shareholders holding shares of the company on the equity registration date.
At the closing of the afternoon of the equity registration day, all shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders, and can entrust an agent in writing to attend the meeting and vote. The shareholder agent does not need to be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company.
(3) Witness lawyers and relevant personnel employed by the company.
8. Venue of the meeting: conference room on the second floor of building B, building 10, Fuzhou Software Park, No. 89, software Avenue, Gulou District, Fuzhou City, Fujian Province
2、 Matters considered at the meeting
1. Matters under consideration
Proposal remarks
The ticked column of the code proposal name column can vote
100 total proposal √
Non cumulative voting proposal
1.00 proposal on the work report of the board of directors in 2021 √
2.00 proposal on the work report of the board of supervisors in 2021 √
3.00 proposal on 2021 annual report and its summary √
4.00 proposal on the financial final report of 2021 √
5.00 proposal on self evaluation report on internal control in 2021 √
6.00 proposal on the renewal of the company’s accounting firm in 2022 √
7.00 proposal on 2021 profit distribution plan √
8.00 proposal on the confirmation of the remuneration of directors and supervisors in 2021 and the remuneration scheme in 2022 √
9.00 proposal on bank loan limit and guarantee in 2022 √
10.00 proposal on Amending the articles of association √
11.00 proposal on Amending the independent director system √
12.00 proposal on Amending the rules of procedure of the general meeting of shareholders √
13.00 proposal on Amending the connected transaction rules √
14.00 proposal on Amending the external guarantee system √
15.00 proposal on Amending the measures for the administration of raised funds √
2. Disclosure
The above proposal has been deliberated at the 13th meeting of the 4th board of directors and the 12th meeting of the 4th board of supervisors of the company, and the independent directors have issued their prior approval opinions and independent opinions. For details, please refer to the company’s disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements.
3. Special note
Proposals 9 and 10 are special resolutions, which shall be approved by more than two-thirds (including) of the total number of effective voting shares held by shareholders (including shareholders’ agents) attending the general meeting of shareholders; Proposals 6, 7, 8 and 9 are major matters affecting the interests of small and medium-sized investors that should be given independent opinions by independent directors. The independent directors of the company have given their agreed independent opinions. The company will count the votes of small and medium-sized investors separately and disclose the results. 3、 Meeting registration measures
1. Registration method
(1) Natural person shareholders shall go through the registration formalities with their own ID cards; If a natural person shareholder entrusts an agent to attend the meeting, it shall go through the registration formalities with the agent’s ID card, power of attorney (Annex II) and the principal’s ID card.
(2) The legal representative or the agent entrusted by the legal representative shall attend the meeting. If the legal representative attends the meeting, he shall go through the registration formalities with the copy of the business license stamped with the official seal, the certificate of the legal representative and the ID card. If the legal representative entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the agent’s ID card, a copy of the business license stamped with the official seal, the power of attorney issued by the legal representative and the legal representative’s identity certificate.
(3) Non local shareholders can register by letter or fax. Shareholders should carefully fill in the registration form of participating shareholders (Annex III) for registration confirmation.
(4) This general meeting of shareholders does not accept telephone registration
2. Registration time: the on-site registration time of this general meeting of shareholders is from 9:00 a.m. to 12:00 p.m. and from 13:00 p.m. to 17:00 p.m. on May 9, 2022. Those registered by letter or fax must be delivered or faxed to the company before 18:00 on May 10, 2022.
3. Registration place: Securities Investment Department of building B, building 10, block B, Fuzhou Software Park, No. 89, software Avenue, Gulou District, Fuzhou City, Fujian Province, zip code: 350003 (if registered by letter, please indicate “2021 annual general meeting” on the envelope).
4. Precautions
(1) The original or copy of the above supporting documents can be presented when handling the registration, and the non local shareholders can register by letter or fax with the above relevant certificates.
(2) When signing in for the meeting, the ID card and power of attorney of the attendees must show the original and arrive at the venue half an hour before the meeting.
4、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system (website: http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process of online voting.
5、 Other precautions
1. Contact information
Contact person: Wang Qin Tel: 059138305394, 059138305333 Fax: 0591383053642. The on-site meeting of the general meeting of shareholders will last half a day, and the board, lodging and transportation expenses of the participating shareholders or entrusted agents shall be borne by themselves.
6、 Documents for future reference
1. Resolutions of the 13th meeting of the 4th board of directors;
2. Resolutions of the 12th meeting of the 4th board of supervisors;
3. Other documents required by Shenzhen Stock Exchange.
Annex I: specific operation process of participating in online voting
Annex II: power of attorney
Annex III: registration form of shareholders attending the meeting
It is hereby announced.
Fujian Cosunter Pharmaceutical Co.Ltd(300436) board of directors April 21, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation of ordinary shares: the voting code is “350436”, and the voting abbreviation is “Guangsheng 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. This general meeting of shareholders set up a general proposal.
When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals. In case of repeated voting by shareholders on the same proposal, the first valid vote shall prevail. If the shareholder votes on the sub proposal first and then on the general proposal, the voting opinion of the sub 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 sub proposal is voted, the voting opinion of the general proposal shall prevail. 2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 13, 2022. 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 of Shenzhen Stock Exchange
1. The Internet voting system will start voting from 9:15 to 15:00 on May 13, 2022.
2. Shareholders who vote online through the Internet voting system need to 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
Fujian Cosunter Pharmaceutical Co.Ltd(300436) ：
I hereby authorize Mr. / Ms. to attend Fujian Guangsheng on behalf of me (my unit)
At the 2021 annual general meeting of shareholders of Tang Pharmaceutical Co., Ltd., the following proposals were voted according to the following opinions
To exercise the voting right, if I (the unit) have no specific instructions on the voting matters, the agent can exercise the voting right by himself
The decision-making power and the consequences shall be borne by myself (the unit).
Proposal remarks
Code proposal name the checked column in this column is the same as de discarding
