Securities code: Tellgen Corporation(300642) securities abbreviation: Tellgen Corporation(300642) Announcement No.: 2022032 Tellgen Corporation(300642)
Notice on convening the 2021 annual general meeting of shareholders of the company
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 company law of the people’s Republic of China, the Listing Rules of gem shares of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and other laws, regulations, administrative rules and other documents, as well as the relevant provisions of Tellgen Corporation(300642) articles of association and rules of procedure of Tellgen Corporation(300642) shareholders’ meeting, Upon deliberation and approval of the 10th meeting of the 3rd board of directors of Tellgen Corporation(300642) (hereinafter referred to as “the company”), it is decided to convene the 2021 annual general meeting of shareholders of the company (hereinafter referred to as “the meeting” or “the meeting”) on May 13, 2022. The relevant matters of the meeting are hereby notified as follows:
1、 Basic information of the meeting
1. Session: 2021 annual general meeting of shareholders
2. Convener: the board of directors of the company. After deliberation and approval at the 10th meeting of the third board of directors of the company, it is decided to convene the 2021 annual general meeting of shareholders of the company.
3. Legality and compliance of the meeting: the convening procedures of the meeting comply with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association, and are legal and effective.
4. Date and time of the meeting:
(1) On site meeting time: 14:00, May 13, 2022 (Friday)
(2) Online voting time:
The specific time of online voting through the securities trading system of Shenzhen stock exchange is: trading time on May 13, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00.
Through the Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）The specific time for online voting is: 9:15 to 15:00 on May 13, 2022.
5. Method of meeting: this meeting is held by combining on-site voting and online voting. The company will provide online voting platform to all shareholders through the securities trading system and Internet voting system of Shenzhen Stock Exchange. Shareholders can vote through the above system during online voting time.
6. Equity registration date of the meeting: Friday, May 6, 2022
7. Attendees:
(1) As of the afternoon closing of May 6, 2022 (Friday), all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited who have issued voting shares have the right to attend and vote at this meeting; A shareholder may entrust an agent to attend the meeting and vote in writing (see Annex II: power of attorney for the format), and the agent of the shareholder 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: conference room of the company, No. 412, Huiqing Road, Pudong New Area, Shanghai
2、 Matters considered at the meeting
Proposal code proposal name remarks
The column checked in this column 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 proposal on the annual report and summary of the company in 2021 √
4.00 proposal on the company’s 2021 annual financial statement report √
Information on funds occupied by controlling shareholders and other related parties of the company
5.00 √
Proposal of the State Council
6.00 proposal on the company’s profit distribution plan in 2021 √
7.00 proposal on Amending the articles of association √
8.00 proposal on reappointment of the company’s audit institution in 2022 √
9.00 proposal on the remuneration of directors and supervisors of the company in 2022 √
10.00 proposal on Amending the working system of independent directors of the company √
11.00 proposal on Amending the rules of procedure of the general meeting of shareholders √
The above proposals 1, 3-11 have been deliberated and adopted at the 10th meeting of the third board of directors held on April 22, 2022, and proposals 2-6 and 8 have been deliberated and adopted at the 8th meeting of the third board of supervisors. For details, please refer to the information disclosure media cninfo.com designated by the China Securities Regulatory Commission（ http://www.cn.info.com.cn. ）Relevant announcements and documents disclosed in the same period.
Proposals 1-6 and 8-10 above are ordinary resolutions, which shall be adopted by more than 1 / 2 of the voting rights held by the shareholders (including their agents) attending the general meeting of shareholders. Proposals 7 and 11 are special resolutions, which shall be adopted by more than 2 / 3 of the voting rights held by the shareholders (including their agents) attending the general meeting of shareholders. The above proposals will separately count and disclose the votes of small and medium-sized investors. 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 listed company.
The independent directors of the company will report on their duties at the annual general meeting of shareholders.
3、 Meeting registration items
1. Registration method: on-site registration, letter or mail registration (see Annex III for the format).
2. Registration time: 9:00-17:00, Wednesday, May 11, 2022. The registration of letters shall be subject to the postmark.
3. Registration place: Securities Affairs Department, building 1, No. 115, Lane 572, Bibo Road, China (Shanghai) pilot Free Trade Zone, zip code: 201203.
4. Registration method:
(1) If natural person shareholders attend the meeting in person, they shall show their stock account card, personal ID card or other valid certificates or certificates that can indicate their identity; If an agent attends the meeting on behalf of others, it shall submit the agent’s valid ID card and the shareholder’s power of attorney (see Annex II for the format).
(2) The legal representative or the entrusted agent of the legal person shareholder shall attend the meeting. If the legal representative attends the meeting, he / she shall present his / her ID card, valid certificate proving his / her qualification as legal representative and shareholding certificate. If an agent is entrusted to attend the meeting, the agent shall present his ID card, the written power of attorney issued by the legal representative of the legal person shareholder unit according to law (see Annex II for the format) and the shareholding certificate.
(3) Non local shareholders can register by letter or email with the above relevant certificates, and do not accept telephone registration. The letter must be delivered to the company before 17:00 on Wednesday, May 11, 2022, and please confirm by telephone. Those who register by letter or email must show the original of the above relevant certificates when signing in at the meeting.
5. Contact information:
Contact: Hu Chunyang
Tel: 02150495115
Fax: 02150270390
Email: [email protected].
6. Other matters:
(1) The meeting will last for half a day, and the participants will pay for their own accommodation and transportation.
(2) Shareholders who individually or jointly hold more than 3% of the issued voting shares of the company may submit the interim proposal in writing to the board of directors of the company ten days before the meeting.
(3) All shareholders shall assist the staff in the registration work and attend the meeting on time.
(4) In order to cooperate with the current government’s epidemic prevention work and protect the health and safety of shareholders and participants, the company encourages and recommends all shareholders to give priority to participating in the shareholders’ meeting through online voting.
(5) In addition to complying with the government’s epidemic prevention and control requirements, shareholders and shareholders’ agents who intend to attend the meeting on site should also cooperate with on-site staff in epidemic prevention and control, and take epidemic prevention measures such as temperature detection and showing health code. Shareholders and shareholders’ agents who have not registered in advance or do not meet the epidemic prevention requirements will not be able to enter the meeting site.
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（ http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process of online voting. 5、 Documents for future reference
1. Resolutions of the 10th meeting of the 3rd board of directors;
2. Resolutions of the 8th meeting of the 3rd board of supervisors;
3. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
Tellgen Corporation(300642) board of directors
April 22, 2022
Annex I
Specific operation process of participating in online voting
This general meeting of shareholders provides shareholders with a voting platform in the form of network. Shareholders can vote through the securities trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn./ ）To participate in voting, the online voting procedures are as follows: first, the online voting procedures
1. Voting code: 350642.
2. Voting abbreviation: through view voting.
3. Fill in voting opinions:
The proposal of the general meeting of shareholders is a non cumulative voting proposal, and the voting opinions are filled in: agree, disagree and abstain.
4. When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals.
When shareholders vote repeatedly on the general proposal and specific proposal, the first valid vote shall prevail. If the shareholder votes 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 opinion of the general proposal shall prevail.
2、 Procedures for voting through Shenzhen Securities Exchange System
1. Voting time: trading time on Friday, May 13, 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 Shenzhen Securities Internet voting system
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
To: Tellgen Corporation(300642)
I hereby entrust Mr. (Ms.) to attend the 2021 annual general meeting of shareholders held by Tellgen Corporation(300642) on May 13, 2022 on behalf of me / my company, vote on the proposals considered at the meeting according to the instructions of this power of attorney, and authorize him to sign the relevant documents to be signed at this meeting.
Remarks of proposal: agree against waiver Code: the column of proposal name checked
You can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 discussion on the work report of the board of directors in 2021 √
Case
2.00 notice on the work report of the board of supervisors in 2021
