Xiamen Itg Group Corp.Ltd(600755)
Materials of the first extraordinary general meeting of shareholders in 2022
Xiamen Itg Group Corp.Ltd(600755)
List of materials for the first extraordinary general meeting of shareholders in 2022
Serial number content page number
I. instructions for on-site meeting of the first extraordinary general meeting of shareholders in 2022 2 2
II. Agenda of the first extraordinary general meeting of shareholders in 2022 3
III. proposals considered at the shareholders’ meeting
1 proposal on applying for comprehensive credit line of banks and other financial institutions in 2022 5
2 proposal on external guarantee limit in 2022 8
3 proposal on the company’s use of its own funds for entrusted financial management in 2022 12
4 proposal on the company’s commodity derivatives business in 2022 14
5 proposal on the company’s foreign exchange derivatives business in 2022 17
6 proposal on the prediction of daily connected transactions between the company and Xiamen Itg Group Corp.Ltd(600755) Holding Group Co., Ltd. and its controlled enterprises in 2022
7 proposal on changing the registered capital of the company and amending the articles of association 22
8 proposal on election of independent directors of the 10th board of directors 25
Xiamen Itg Group Corp.Ltd(600755)
Notes to the on-site meeting of the first extraordinary general meeting of shareholders in 2022
In order to safeguard the legitimate rights and interests of the majority of investors and ensure the smooth convening of the general meeting of shareholders, the instructions for the on-site meeting of the general meeting of shareholders are hereby formulated in accordance with the company law, the articles of association, the rules of procedure of the general meeting of shareholders and other relevant provisions, and all participants are expected to abide by and implement:
1、 During the convening of the general meeting of shareholders, the shareholders and their representatives participating in the meeting shall earnestly perform their statutory duties on the principle of safeguarding the legitimate rights and interests of all shareholders and ensuring the normal order and efficiency of the meeting.
2、 Shareholders attending the meeting and their representatives shall enjoy the right to speak, question, vote and other rights according to law.
Shareholders and their representatives shall earnestly perform their legal obligations, consciously abide by the discipline of the general meeting, and shall not infringe on the rights and interests of other shareholders, so as to ensure the normal order of the general meeting of shareholders.
3、 During the meeting, only the shareholders and their representatives are allowed to speak or ask questions. The speeches or questions should focus on the topics of the meeting and be concise. It is recommended that each statement not exceed three minutes.
4、 When shareholders and their representatives request to speak, they shall not interrupt the report of the meeting Rapporteur or the speeches of other shareholders. When voting at the general meeting, shareholders and their representatives will no longer speak or ask questions at the general meeting.
The chairman of the meeting has the right to refuse or stop those who violate the above provisions.
5、 Two shareholders’ representatives and one supervisor will participate in the vote monitoring of the general meeting, supervise the voting and counting process, and the general supervisor will announce the voting results.
6、 The meeting was witnessed by lawyers of Fujian Tianheng united law firm.
7、 In case of any accident during the meeting, the board of directors of the company has the right to make emergency treatment to protect the interests of the company and all shareholders.
8、 Please keep the venue quiet and tidy. Please turn your mobile phone to the vibration gear. No smoking in the venue.
Xiamen Itg Group Corp.Ltd(600755)
Agenda of the first extraordinary general meeting of shareholders in 2022
Online voting time: on Monday, January 24, 2022, the voting time through the trading system voting platform is 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00.
On site meeting time: 14:30 PM, Monday, January 24, 2022
Venue: meeting room, 27th floor, international trade center, No. 4688 Xianyue Road, Huli District, Xiamen City, Fujian Province. Moderator: Chairman Mr. Gao Shaoyong witness law firm: Fujian Tianheng united law firm. Meeting agenda:
1、 The moderator declared the meeting open
2、 The chairman shall report to the general meeting on the shareholders attending the meeting, the number of shareholders’ representatives and the number of voting shares represented. III. submit the following proposals to the general meeting for deliberation:
1. Proposal on applying for comprehensive credit line of banks and other financial institutions in 2022;
2. Proposal on external guarantee amount in 2022;
3. Proposal on the company’s use of its own funds for entrusted financial management in 2022;
4. Proposal on the company’s commodity derivatives business in 2022;
5. Proposal on the company’s foreign exchange derivatives business in 2022;
6. Proposal on the prediction of daily connected transactions between the company and Xiamen Itg Group Corp.Ltd(600755) Holding Group Co., Ltd. and its controlled enterprises in 2022;
7. Proposal on changing the registered capital of the company and amending the articles of Association;
8. Proposal on the election of independent directors of the 10th board of directors of the company.
4、 Shareholders’ questions and speeches
5、 The host read out the on-site voting methods and introduced the on-site vote counters and scrutineers
6、 The chief drawer and witness lawyer inspect the ticket box
7、 On site shareholder voting
8、 When the meeting is adjourned, the staff shall count the votes and summarize the on-site voting results and online voting results
9、 Upon the resumption of the meeting, the chief voter announces the voting result
10、 The moderator read out the resolutions of the general meeting of shareholders
11、 Witness the lawyer to read the legal opinion
12、 The moderator declared the meeting closed
Proposal 1 Xiamen Itg Group Corp.Ltd(600755)
Application for financial institutions such as banks in 2022
Proposal on comprehensive credit line
Dear shareholders and shareholder representatives
In order to promote the rapid development of the company’s business and provide sufficient working capital for business development, the general meeting of shareholders is requested to authorize the company and its subsidiaries to provide loans to banks (including wealth management subsidiaries), trust companies, securities companies The factoring company and other financial institutions that can provide financing services for the company apply for a comprehensive credit line with a total amount not exceeding the equivalent of RMB 207 billion, and determine the specific matters such as the credit subject, the selection of financial institutions, the application line, business type and term within the above line according to their own business needs and the results of negotiation with financial institutions, At the same time, the general meeting of shareholders shall authorize the legal representatives of the company and its subsidiaries to sign relevant legal documents on behalf of their companies within the above limit.
The above authorization period starts from the date of deliberation and approval by the general meeting of shareholders of the company to the date of deliberation and approval of the comprehensive credit line for the next year (2023).
The comprehensive credit lines of banks and other financial institutions that the company and its subsidiaries plan to apply for in 2022 are as follows. The company can adjust the use between the company and its subsidiaries within the total comprehensive credit line according to the actual situation:
Unit: 100 million yuan
Planned credit line of planned credit subject
Xiamen Itg Group Corp.Ltd(600755) 987.93
Fujian Sangang International Trade Co., Ltd
International trade qirun (Shanghai) Co., Ltd. 36.96
Shanghai qirun Trading Co., Ltd
Xiamen Itg Group Corp.Ltd(600755) Paper Co., Ltd. 66.90
Shantou Qihong Packaging Industry Co., Ltd
Xiamen Itg Group Corp.Ltd(600755) Petrochemical Co., Ltd. 71.00
Xiamen Itg Group Corp.Ltd(600755) Shenzhen Agricultural Products Group Co.Ltd(000061) Co., Ltd. 55.80
Heilongjiang international trade agricultural products Co., Ltd. 25.00
Heilongjiang qirun Agricultural Products Co., Ltd. 5.00
Heilongjiang Guomao Xinfeng Shenzhen Agricultural Products Group Co.Ltd(000061) Co., Ltd. 2.00
Heilongjiang Guomao Xingyang Shenzhen Agricultural Products Group Co.Ltd(000061) Co., Ltd. 2.00
Jiangsu Baoda grain and Oil Co., Ltd. 1.00
Xiamen Itg Group Corp.Ltd(600755) aonong Shenzhen Agricultural Products Group Co.Ltd(000061) Co., Ltd. 1.30
Xiamen Itg Group Corp.Ltd(600755) Metal Co., Ltd. 65.69
Xiamen Itg Group Corp.Ltd(600755) Chemical Co., Ltd. 15.00
Xiamen Itg Group Corp.Ltd(600755) Mining Co., Ltd. 47.24
Xintiangang International Trade Mining Co., Ltd. 19.00
Jinshenglan International Trade Mining Co., Ltd. 6.00
Xiamen Itg Group Corp.Ltd(600755) Energy Co., Ltd. 33.30
Guangdong Baorun Energy Co., Ltd. 4.00
Xiamen Itg Group Corp.Ltd(600755) Property Co., Ltd. 1.00
Xiamen Itg Group Corp.Ltd(600755) nonferrous Minerals Co., Ltd. 46.65
Xiamen Itg Group Corp.Ltd(600755) Tongze Trading Co., Ltd. 4.00
Xiamen Itg Group Corp.Ltd(600755) Silicon Industry Co., Ltd. 0.50
Xiamen qiyuantong Trading Co., Ltd
Dongying qirun dongkai Copper Co., Ltd. 22.00
Xiamen Itg Group Corp.Ltd(600755) Tongxin Industrial Co., Ltd. 11.50
Fujian qirun Trading Co., Ltd. 8.00
Xiamen qirun Agricultural Materials Co., Ltd. 5.00
Xiamen Itg Group Corp.Ltd(600755) TEDA Logistics Co., Ltd. 0.15
Xiamen Itg Group Corp.Ltd(600755) Logistics Co., Ltd. 0.50
Xiamen Itg Group Corp.Ltd(600755) TEDA Nonferrous Metals Co., Ltd. 2.00
Qirun logistics (Xiamen) Co., Ltd
