Securities code: Shenzhen Sunmoon Microelectronics Co.Ltd(688699) securities abbreviation: Shenzhen Sunmoon Microelectronics Co.Ltd(688699) Shenzhen Sunmoon Microelectronics Co.Ltd(688699)
Materials of 2021 annual general meeting of shareholders
April 2022
catalogue
Shenzhen Sunmoon Microelectronics Co.Ltd(688699) 2021 annual general meeting of shareholders 3 Shenzhen Sunmoon Microelectronics Co.Ltd(688699) 2021 annual general meeting agenda 5 Shenzhen Sunmoon Microelectronics Co.Ltd(688699) 2021 annual general meeting proposal seven
Proposal I. proposal on the work report of the board of directors in 2021 seven
Proposal 2. Proposal on the work report of the board of supervisors in 2021 eight
Proposal III. proposal on the work report of independent directors in 2021 nine
Proposal IV. proposal on the 2021 annual report and summary ten
Proposal v. proposal on the 2021 annual financial statement report eleven
Proposal 6. Proposal on the annual financial budget report for 2021 twelve
Proposal 7. Proposal on the company’s 2021 profit distribution plan fourteen
Proposal 8. Proposal on the 2022 annual remuneration plan of the company’s directors fifteen
Proposal IX. proposal on the remuneration plan of the company’s supervisors in 2022 sixteen
Proposal 10. Proposal on renewing the appointment of accounting firms seventeen
Proposal Xi. Proposal on Amending the articles of association and annexes of the company 18 proposal 12. Proposal on Amending the working system of Shenzhen Sunmoon Microelectronics Co.Ltd(688699) independent directors 19 Annex I, Shenzhen Sunmoon Microelectronics Co.Ltd(688699) 2021 annual work report of the board of directors……… 20 Annex II, Shenzhen Sunmoon Microelectronics Co.Ltd(688699) 2021 annual work report of the board of supervisors……… 26 Annex III, Shenzhen Sunmoon Microelectronics Co.Ltd(688699) 2021 annual financial statement report……… 30
Shenzhen Sunmoon Microelectronics Co.Ltd(688699)
Notes to the 2021 annual general meeting of shareholders
In order to safeguard the legitimate rights and interests of Shenzhen Sunmoon Microelectronics Co.Ltd(688699) all shareholders, ensure the normal order and efficiency of the general meeting of shareholders, and ensure the smooth progress of the general meeting, these instructions are formulated in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the rules for the general meeting of shareholders of listed companies, the articles of association of Shenzhen Sunmoon Microelectronics Co.Ltd(688699) and the rules of procedure of Shenzhen Sunmoon Microelectronics Co.Ltd(688699) general meeting of shareholders and other relevant provisions:
1、 In order to confirm the attendance qualification of shareholders or their agents or other attendees attending the meeting, the meeting staff will carry out necessary verification of the identity of the attendees and ask the verified ones to cooperate.
2、 Shareholders and shareholders’ agents attending the meeting shall go through the signing procedures at the meeting site 30 minutes before the meeting, and please show the securities account card, identity documents or copies of enterprise business license / registration certificate (with official seal), power of attorney, etc. as required. A copy of the above registration materials shall be provided, and the copy of personal registration materials shall be signed by individuals, The copy of the legal representative’s certificate must be stamped with the company’s official seal, and the meeting materials can be obtained after verification before attending the meeting. After the commencement of the meeting, the chairman of the meeting shall announce the number of shareholders attending the meeting and the total number of voting shares held by them. After that, the shareholders entering the meeting have no right to participate in the on-site voting.
3、 The meeting deliberated and voted on proposals in the order listed in the meeting notice.
4、 Shareholders and their proxies attend the general meeting of shareholders and enjoy the right to speak, question, vote and other rights according to law. Shareholders and their proxies attending the general meeting of shareholders shall earnestly perform their legal obligations, shall not infringe upon the legitimate rights and interests of the company and other shareholders and their proxies, and shall not disturb the normal order of the general meeting of shareholders.
5、 Shareholders and their proxies who request to speak shall speak in accordance with the agenda of the meeting and with the permission of the chairman of the meeting. When more than one shareholder and shareholder’s agent request to speak at the same time, the one who raises his hand first shall speak; When the order cannot be determined, the host shall designate the speaker. During the meeting, only shareholders and their agents are allowed to speak or ask questions. The speeches or questions of shareholders and their agents shall focus on the topics of the meeting, be concise and concise, and the time shall not exceed 5 minutes.
6、 When shareholders and their proxies request to speak, they shall not interrupt the report of the meeting reporter or the speeches of other shareholders and their proxies. When voting at the general meeting of shareholders, shareholders and their proxies will no longer speak. If shareholders and their agents violate the above provisions, the chairman of the meeting has the right to refuse or stop them.
7、 The moderator may arrange directors, supervisors and senior managers of the company to answer questions raised by shareholders. The moderator or relevant personnel designated by him or her have the right to refuse to answer questions that may disclose the company’s trade secrets and / or insider information and damage the common interests of the company and shareholders.
8、 Shareholders and their proxies attending the general meeting of shareholders shall express one of the following opinions on the proposal submitted for voting: agree, oppose or abstain. The votes that are not filled in, wrongly filled in, illegible and not cast shall be deemed as the voters’ waiver of voting rights, and the voting results of their shares shall be counted as “waiver”.
9、 The general meeting of shareholders adopts the combination of on-site voting and online voting, and the announcement of the resolution of the general meeting of shareholders is issued in combination with the voting results of on-site voting and online voting.
10、 In order to ensure the seriousness and normal order of the general meeting of shareholders, the company has the right to refuse other persons to enter the meeting place in accordance with the law, except the shareholders and their agents, the company’s directors, supervisors, senior executives, employed lawyers and those invited by the board of directors.
11、 The meeting was witnessed by the practicing lawyer of the law firm hired by the company and issued a legal opinion.
12、 During the meeting, the participants shall pay attention to maintaining the order of the meeting place, do not walk around at will, adjust the mobile phone to the silent state, and refuse personal recording, video recording and photographing. The meeting staff have the right to stop the acts that interfere with the normal procedures of the meeting, make trouble or infringe on the legitimate rights and interests of other shareholders, and report to the relevant departments for handling. 13、 The company will not give gifts to shareholders attending the general meeting of shareholders. Shareholders or agents attending the meeting shall bear their own accommodation and transportation expenses, and treat all shareholders on the principle of equality.
14、 Please refer to the notice of Shenzhen Sunmoon Microelectronics Co.Ltd(688699) on convening the 2021 annual general meeting of shareholders (Announcement No.: 2022011) disclosed by the company on the website of Shanghai Stock Exchange on April 15, 2022 for the specific contents of the registration method and voting method of this general meeting of shareholders.
15、 Special reminder: during the prevention and control of covid-19 pneumonia, all shareholders are encouraged to participate in the meeting through online voting.
If you really need to attend the meeting on site, please ensure that your temperature is normal and there are no symptoms such as respiratory discomfort, and wear masks and other protective equipment on the day of the meeting to do personal protection; Pay attention to and comply with the relevant regulations and requirements of the state and Shenzhen Municipality on epidemic prevention and control in advance. The company will register and manage the on-site shareholders and shareholder representatives in accordance with the relevant provisions and requirements of epidemic prevention and control. The on-site shareholders and shareholder representatives are invited to actively cooperate with the company in the epidemic prevention and control work such as on-site identity verification, personal information registration, showing health code and temperature detection. Those who meet the requirements can enter the company. Please cooperate with the arrangement and guidance of on-site staff.
Shenzhen Sunmoon Microelectronics Co.Ltd(688699)
Agenda of 2021 annual general meeting of shareholders
1、 Meeting time, place and voting method
1. On site meeting time: 14:00 on May 6, 2022
2. Venue of the on-site meeting: conference room on the third floor of the national micro research and development building, No. 015, Gaoxin South 1st Road, South District, high tech Industrial Park, Nanshan District, Shenzhen, Guangdong Province
3. System, start and end date and voting time of online voting:
Online voting system: online voting system for shareholders’ meeting of Shanghai Stock Exchange
Starting and ending time of online voting: from May 6, 2022 to May 6, 2022
The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 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 the day of the general meeting of shareholders.
4. Convener: Shenzhen Sunmoon Microelectronics Co.Ltd(688699) board of directors
2、 Agenda of the meeting
(I) participants sign in and receive meeting materials
(II) the host announces the commencement of the meeting and reports to the general meeting the number of shareholders attending the on-site meeting and the number of voting rights held
(III) the moderator read out the instructions for the general meeting of shareholders
(IV) election of vote counting and scrutinizing members
(V) review the proposals of the meeting item by item
Proposal 1: proposal on the work report of the board of directors in 2021;
Proposal 2. Proposal on the work report of the board of supervisors in 2021;
Proposal 3: proposal on the report on the work of independent directors in 2021;
Proposal 4: proposal on the annual report of 2021 and its summary;
Proposal v. proposal on the financial final accounts report of 2021;
Proposal 6: proposal on financial budget report for 2022;
Proposal 7: proposal on the company’s profit distribution plan for 2021;
Proposal 8: proposal on the 2022 annual remuneration plan of the company’s directors;
Proposal 9: proposal on the remuneration plan of the company’s supervisors in 2022;
Proposal X. proposal on the renewal of the appointment of accounting firms;
Proposal Xi. Proposal on Amending the articles of association and annexes
Proposal 12. Proposal on Amending the working system of Shenzhen Sunmoon Microelectronics Co.Ltd(688699) independent directors
(VI) speeches and questions of shareholders and their agents
(VII) shareholders attending the meeting and their proxies vote on various proposals
(VIII) adjourn the meeting and count the voting results
(IX) resume the meeting and announce the voting results of the meeting and the adoption of proposals
(x) the chairman read out the resolutions of the general meeting of shareholders
（11） The witness lawyer read out the legal opinion
（12） Signing meeting documents
（13） The host announced the end of the on-site meeting
Proposal I. proposal on the work report of the board of directors in 2021
Dear shareholders and their agents
According to the work in 2021, the board of directors organized the preparation of the work report of the board of directors in 2021, reviewed and summarized the main work in the past year, and discussed and analyzed the future development of the company.
The contents of the above work report of the board of directors are detailed in Annex I.
This proposal has been deliberated and adopted at the 16th meeting of the 5th board of directors of the company and is hereby submitted to the general meeting of shareholders for deliberation Shenzhen Sunmoon Microelectronics Co.Ltd(688699) board of directors may 6, 2022
Proposal II. Proposal on the work report of the board of supervisors in 2021
Dear shareholders and their agents
According to the work in 2021, the board of supervisors organized the preparation of the work report of the board of supervisors in 2021, and reviewed and summarized the main work in the past year.
The contents of the above work report of the board of supervisors are detailed in Annex II.
This proposal has been deliberated and adopted at the 15th meeting of the 5th board of supervisors of the company and is hereby submitted to the general meeting of shareholders for deliberation Shenzhen Sunmoon Microelectronics Co.Ltd(688699) board of supervisors may 6, 2022
Proposal III. proposal on the work report of independent directors in 2021
Dear shareholders and their agents
Ling Yongping, Tong Xin and Yang Aiyun, the independent directors of the company, prepared the report on the work of independent directors in 2021 according to the work and operation of the company in 2021.
The report on the work of independent directors in 2021 was published on the website of Shanghai Stock Exchange (www.sse. Com. CN.) on April 15, 2022 Please refer to the published disclosure.
This proposal has been deliberated and adopted at the 16th meeting of the 5th board of directors of the company and is hereby submitted to the general meeting of shareholders for deliberation Shenzhen Sunmoon Microelectronics Co.Ltd(688699) board of directors may 6, 2022
Proposal IV. proposal on the annual report of 2021 and its summary
Dear shareholders and their agents
The company’s 2021 annual report and the summary of 2021 annual report were published on the website of Shanghai Stock Exchange (www.sse. Com. CN.) on April 15, 2022 Please refer to the published disclosure.
This proposal has been deliberated and adopted at the 16th meeting of the 5th board of directors and the 15th meeting of the 5th board of supervisors, and is hereby submitted to the general meeting of shareholders for deliberation.
Shenzhen Sunmoon Microelectronics Co.Ltd(688699) board of directors may 6, 2022
Proposal v. proposal on 2021 annual financial statement report
Dear shareholders and their agents
