Wondershare Technology Group Co.Ltd(300624)
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.
Wondershare Technology Group Co.Ltd(300624) (hereinafter referred to as “the company”) the board of directors decided to convene the 2021 annual general meeting of shareholders of the company (hereinafter referred to as “the meeting”) on May 17, 2022. The relevant matters of this 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 of the general meeting of shareholders: the company’s board of directors
3. Legality and compliance of the meeting: the 36th meeting of the third board of directors deliberated and decided to convene the 2021 annual general meeting of shareholders. The board of directors of the company considered that the convening of the general meeting of shareholders was in line 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: 15:00 p.m. on Tuesday, May 17, 2022;
(2) Online voting time: the specific time of online voting through the trading system of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 17, 2022; The specific time for online voting through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on May 17, 2022.
5. Meeting method: the shareholders’ meeting is held by combining on-site voting and online voting.
(1) On site voting: shareholders attend the on-site shareholders’ meeting in person or entrust others to attend the on-site meeting through a power of attorney (see Annex I);
(2) Online voting: the company will vote through the Shenzhen stock exchange trading system and Internet voting system（ http://wltp.cn.info.com.cn. ）Provide a voting platform in the form of network to all shareholders. Shareholders shall vote online through the trading system and Internet voting system of Shenzhen Stock Exchange within the time limit specified in this notice. The same voting right can only choose one of on-site voting and online voting. In case of repeated voting of the same voting right, the first voting result shall prevail.
6. Meeting equity registration date: Wednesday, May 11, 2022
7. Attendees:
(1) As of the closing of the afternoon of May 11, 2022 (Wednesday), the equity registration date, all shareholders registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the shareholders’ meeting, and can entrust an agent to attend and vote in writing. The shareholder agent may not be a shareholder of the company;
(2) Directors, supervisors and senior managers of the company;
(3) Witness lawyer employed by the company;
(4) Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
8. Venue of the on-site meeting: floor 10, block D, building 5, software industry base, Haitian 2nd Road, Nanshan District, Shenzhen
1. Proposal code table of this shareholders’ meeting
remarks
Proposal code proposal name the column checked
Can vote
100 total proposals: all proposals except cumulative voting proposals √
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 discussion on the full text and summary of the company’s annual report in 2021 √
Case
4.00 proposal on the company’s financial statement report in 2021 √
5.00 √ on the company’s plan not to carry out profit distribution in 2021
Proposal
6.00 “about the company and its subsidiaries to banks and other financial institutions in 2022 √
Proposal on applying for comprehensive credit line
7.00 on the renewal of Dahua Certified Public Accountants (special general contract)
(2) proposal for the audit institution in 2022
8.00 proposal on using idle self owned funds for entrusted financial management √
9.00 proposal on Revising the information disclosure management system √
10.00 proposal on Amending the working system of independent directors √
Cumulative voting proposal: equal voting
11.00 general election of the board of directors and nomination of the number of candidates for the Fourth Board of directors (3)
Proposal on candidates for non independent directors
11.01 elect Mr. Wu taibing as a non independent director of the Fourth Board of directors √
11.02 elect Mr. Sun Chun as a non independent director of the Fourth Board of directors √
11.03 election of Mr. Zhu Wei as a non independent director of the Fourth Board of directors √
12.00 general election of the board of directors and nomination of the number of candidates for the Fourth Board of directors (2)
Proposal on candidates for independent directors
12.01 elect Mr. Chen Qisheng as an independent director of the Fourth Board of directors √
12.02 elect Mr. Dai Yang as an independent director of the Fourth Board of directors √
13.00 general election of the board of supervisors of the company and nomination of the number of candidates for the Fourth Board of supervisors (2)
Proposal on non employee representative supervisor candidates
13.01 elect Mr. Yang Wenliang as the non employee representative supervisor of the Fourth Board of supervisors √
13.02 elect Mr. Ling Shuguang as the non employee representative supervisor of the Fourth Board of supervisors √
2. The above proposal has been deliberated and adopted at the 36th meeting of the third board of directors and the 33rd meeting of the third board of supervisors, and the independent directors of the company have expressed independent opinions on relevant matters.
For details, please refer to the company’s website on April 23, 2022（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on.
3. The independent directors of the company will report on their duties at the annual general meeting of shareholders. The annual work report of independent directors will be discussed as the topic of this meeting, not as a proposal. The contents of the annual work report of independent directors are detailed in the company’s website on April 23, 2022（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on.
4. Among the above proposals, proposals 11-13 are cumulative voting proposals. The qualification and independence of independent director candidates need to be filed and reviewed by the exchange, and the shareholders’ meeting can vote only if there is no objection.
5. According to the requirements of the articles of association, the rules for the general meeting of shareholders of listed companies and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM, the company will count the votes of small and medium-sized investors separately, and the results of the separate vote counting will be disclosed in a timely manner (small and medium-sized investors refer to other shareholders except those who individually or jointly hold more than 5% of the shares of the listed company).
3、 Meeting registration method
1. Attendance registration method:
(1) Registration of natural person shareholders: the registration of natural person shareholders shall hold their own ID card, stock account card and shareholding certificate; The agent entrusted by the natural person shareholder to attend the meeting must hold the agent’s ID card, power of attorney (see Annex II) and the trustor’s shareholding certificate when registering;
(2) Registration of corporate shareholders: corporate shareholders shall be represented by their legal representatives or their entrusted agents. If the legal representative attends the meeting, he / she shall show his / her ID card and valid certificate proving his / her qualification as legal representative; If a proxy is entrusted to attend the meeting, the proxy shall present his ID card and a written power of attorney issued by the legal representative of the legal person shareholder unit according to law;
(3) Non local shareholders can register by letter or fax with the above relevant certificates, and the letter or fax must be delivered to the Securities Department of the company before the registration deadline (before 16:00 on May 13, 2022) (the letter registration shall be subject to the date of the local postmark, please indicate ” Wondershare Technology Group Co.Ltd(300624) 2021 annual general meeting of shareholders”;
(4) The company does not accept telephone registration;
(5) Shareholders participating in the meeting must carefully fill in the registration form for shareholders’ participation (Annex III) and provide it together with the registration procedures for registration confirmation.
2. Registration time: 9:00-11:30 a.m. on May 13, 2022.
3. Specific address: Building 10 D, Haishan industrial base, Shenzhen.
4. Meeting contact information:
Contact: Peng Haixia
Tel: 08916380624, 075586665000
Contact Fax: 08916506329, 075586117737
mail box: [email protected].
Contact address: 10 / F, block D, building 5, software industry base, Haitian 2nd Road, Nanshan District, Shenzhen
Postal Code: 518057
5. The board, lodging and transportation expenses of the representatives attending the shareholders’ meeting shall be borne by themselves.
6. In order to prevent and control the epidemic situation, avoid the gathering of people and reduce the risk of cross infection and transmission, it is suggested that the shareholders of the company give priority to attending the shareholders’ meeting by online voting.
7, please attend the on-site meeting to confirm that I have not been to the high-risk areas in the past 14 days, and that I must send the “Guangdong Kang code” and “communication big data travel card” screenshots to the above mailbox just one day before the meeting, and comply with other requirements of Shenzhen New Coronavirus pneumonia epidemic prevention and control. If the requirements for epidemic prevention and control in Shenzhen are not met, shareholders and their agents may not be able to attend the meeting on site. Please pay attention to the risks. 8. Those attending the on-site meeting shall arrive at the meeting place half an hour before the meeting, wear masks, and carry the original identity certificate, power of attorney and other originals to enter the site with a note.
4、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide all shareholders with an online voting platform. Shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Participate in voting. See Annex I for the specific operation process.
5、 Documents for future reference
1. Resolutions of the 36th session of the board of directors;
2. Resolution of the 33rd meeting of the third board of supervisors of the company.
6、 Attachment
Annex I: specific process of participating in online voting
Annex II: power of attorney
Annex III: registration form of shareholders’ Participation
It is hereby announced.
Wondershare Technology Group Co.Ltd(300624) board of directors
April 23, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. The voting code is “350624”, and the voting is referred to as “Wanxing voting”.
2. Fill in the voting opinions or election votes.
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
For cumulative voting proposals, fill in the number of election votes cast for a candidate. The shareholders of a listed company shall vote within the limit of the number of election votes of each proposal group they have. If the number of election votes cast by shareholders exceeds the number of election votes they have, or if the number of votes cast in the differential election exceeds the number of candidates, their election votes cast by the proposal group shall be deemed invalid. If you do not agree with a candidate, you can vote 0 for the candidate.
List of election votes for candidates under cumulative voting system
Fill in the number of election votes cast for candidates
Vote X1 for candidate a
Vote x2 for candidate B
… …
The total number of election votes held by the shareholder shall not exceed
An example of the number of election votes held by shareholders under each proposal group is as follows:
① Election of non independent directors (equal amount election shall be adopted)
