Securities code: 301111 securities abbreviation: Guangdong Jiangxi Wannianqing Cement Co.Ltd(000789) Announcement No.: 2022015 Guangdong Jiangxi Wannianqing Cement Co.Ltd(000789) Pharmaceutical Co., Ltd
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.
According to the proposal on convening the 2021 annual general meeting of the company deliberated and approved at the sixth meeting of the second board of directors held by Guangdong Jiangxi Wannianqing Cement Co.Ltd(000789) Pharmaceutical Co., Ltd. (hereinafter referred to as “the company”) on April 21, 2022, the company decided to hold the 2021 annual general meeting of shareholders on May 16, 2022. The relevant matters 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:
(1) The sixth meeting of the second board of directors of the company was held on April 21, 2022, and the proposal on convening the 2021 annual general meeting of shareholders of the company was deliberated and adopted.
(2) The convening of this shareholders’ meeting complies 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 p.m. on Monday, May 16, 2022.
(2) Online voting time: the specific time of online voting through the trading system of Shenzhen Stock Exchange (“Shenzhen Stock Exchange”) is: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 16, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is: 9:15-15:00 on May 16, 2022.
5. Convening method of the meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting. (1) On site voting: shareholders attend the on-site meeting in person or authorize others to attend the on-site meeting; (2) Online voting: the general meeting of shareholders will pass the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Provide shareholders of the company with a voting platform in the form of network, and shareholders can exercise their voting rights through the above system during the above online voting time.
Shareholders of the company can only choose one of on-site voting (on-site voting can be entrusted by proxy) and online voting. In case of repeated voting for the same voting right, the first valid voting result shall prevail. Online voting includes two voting methods: securities trading system and Internet voting system. Only one of them can be selected for the same share.
6. Equity registration date of the meeting: Tuesday, May 10, 2022
7. Attendees:
(1) Ordinary shareholders or their agents who hold shares of the company on the equity registration date; At the closing of the afternoon of the equity registration day, all ordinary shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders and may entrust an agent in writing to attend the meeting and vote. 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 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: conference room on the second floor of the company, No. 08, area 16, Chaoyang Road, Jinyuan Industrial City, Shantou, Guangdong
2、 Matters considered at the meeting
(I) proposal code
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative investment
Proposal vote
1.00 proposal on the company’s annual report 2021 and its summary √
2.00 proposal on the work report of the board of directors in 2021 √
3.00 proposal on the work report of the board of supervisors in 2021 √
4.00 proposal on the company’s 2021 profit distribution plan √
5.00 proposal on the company’s 2021 annual financial statement √
6.00 proposal on the remuneration plan of non independent directors in 2022 √
7.00 proposal on 2022 annual allowance scheme for independent directors √
8.00 proposal on the remuneration scheme of supervisors in 2022 √
9.00 proposal on reappointment of the company’s audit institution in 2022 √
10.00 proposal on applying for comprehensive credit line from the bank √
11.00 proposal on Amending the articles of association √
Proposal on the formulation and revision of some internal control management systems of the company √ number of sub proposals as voting for 12.00 cases: (9)
12.01 revise the rules of procedure of the general meeting of shareholders √
12.02 revise the rules of procedure of the board of directors √
12.03 revise the detailed rules for the work of independent directors √
12.04 revise the code of conduct for controlling shareholders and actual controllers √
12.05 revise the related party transaction management system √
12.06 revise the external guarantee management system √
12.07 revise the foreign investment management system √
12.08 revision of subsidiary management system √
12.09 revise the management system for the use of raised funds √
The above proposal has been deliberated and approved at the sixth meeting of the second board of directors and the fourth meeting of the second board of supervisors held by the company on April 21, 2022. For details, see the company’s disclosure on cninfo.com.cn on the same day Relevant announcements.
The above-mentioned proposal 11 is a special resolution proposal, which must be passed by more than 2 / 3 (including) of the total number of effective voting shares held by shareholders (including shareholders’ agents) attending the general meeting of shareholders.
The above proposals 4, 6, 7 and 9 need to separately count and disclose the voting results of small and medium-sized investors. Small and medium-sized investors refer to other shareholders except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company.
4、 Meeting registration items
1. Registration method:
(1) Registration of legal person shareholders: if the legal representative of legal person shareholders is present, they must go through the registration formalities with a shareholder account card, a copy of the business license stamped with the company’s official seal, the certificate of legal person representative and their own ID card; If an agent is entrusted to attend, he must also hold the power of attorney of the legal person (Annex 2) and the ID card of the attendee.
(2) Registration of natural person shareholders: if natural person shareholders attend, they must go through the registration formalities with shareholder account card, shareholding certificate and their own ID card; If an agent is entrusted to attend, he must also hold the power of attorney (Annex 2) and the ID card of the attendee.
(3) Non local shareholders can send registration by written letter, fax or scanned mail, and do not accept telephone registration. Shareholders are requested to fill in the registration form of shareholders’ participation (Annex 3) carefully for registration confirmation.
2. Registration time:
The on-site registration time is 9:00-11:00 and 13:30-17:00 on May 12, 2022; If the registration is sent by written letter, fax or scanned mail, it shall be delivered or sent to the company before 17:00 on May 12, 2022. Please indicate the words “general meeting of shareholders” in your letter.
3. Registration place: No. 08, area 16, Chaoyang Road, Jinyuan Industrial City, Shantou City, Guangdong Province
4. Meeting contact information
Contact: Chen Xiuyan, Zheng zepeng
Tel: 075488119688
Contact Fax: 075488119688
mail box: [email protected].
Contact address: No. 08, area 16, Chaoyang Road, Jinyuan Industrial City, Shantou, Guangdong
Postal Code: 515064
5. The on-site meeting of the general meeting of shareholders is expected to be half a day, and the accommodation and transportation expenses of the participants shall be borne by themselves. 6. Shareholders and shareholders’ agents attending the on-site meeting shall carry the original of relevant certificates half an hour before the meeting and go through the sign in procedures at the venue.
5、 Specific operation process of shareholders participating in online voting
This general meeting of shareholders provides shareholders with an online voting platform, and shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）See Annex 1 for the specific operation process of online voting.
6、 Documents for future reference
1. Resolution of the sixth meeting of the second board of directors.
It is hereby announced.
Board of directors of Guangdong Jiangxi Wannianqing Cement Co.Ltd(000789) Pharmaceutical Co., Ltd
April 25, 2022
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation of ordinary shares: voting code: “351111”; Voting abbreviation: “lspg voting”.
2. For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
3. When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals other than the cumulative voting proposal.
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, the specific 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, 13:00-15:00 on May 16, 2022; 2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
3、 Procedures for voting through the Internet voting system of Shenzhen Stock Exchange
1. The Internet voting system starts voting from 9:15-15:00 on May 16, 2022.
2. Shareholders who conduct online voting through the Internet voting system need to handle identity authentication in accordance with the provisions of the guidelines for online investor service identity authentication business of Shenzhen Stock Exchange (revised in 2016) 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. Query in 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.
Power of attorney
Guangdong Jiangxi Wannianqing Cement Co.Ltd(000789) Pharmaceutical Co., Ltd.:
I hereby entrust Mr. / Ms. to attend the 2021 annual general meeting of shareholders of Guangdong Jiangxi Wannianqing Cement Co.Ltd(000789) Pharmaceutical Co., Ltd. held on May 16, 2022 on behalf of my company / myself, and exercise the voting right on all proposals considered at the meeting according to the following instructions. At the same time, I need to sign the relevant documents to be signed at this general meeting of shareholders. The validity period of this power of attorney is from the date of signing this power of attorney to the end of this shareholders’ meeting.
Remarks indicate voting opinions
Proposal Title: tick this column
code
