Securities code: 300739 securities abbreviation: Sunshine Global Circuits Co.Ltd(300739) Announcement No.: 2022-010 bond Code: 123087 bond abbreviation: Mingdian convertible bond
Sunshine Global Circuits Co.Ltd(300739)
Notice on convening the second extraordinary general meeting of shareholders in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Sunshine Global Circuits Co.Ltd(300739) (hereinafter referred to as “the company” or “the company”) the second extraordinary general meeting of shareholders in 2022 is scheduled to be held in the company on Tuesday, February 8, 2022. The relevant matters of the meeting are hereby notified as follows:
1、 Basic information of the meeting
(I) session of the general meeting of shareholders: the second extraordinary general meeting of shareholders in 2022
(II) convener of the general meeting of shareholders: the board of directors of the company
(III) the convening procedures of this meeting comply with the relevant provisions of the company law of the people’s Republic of China and the Sunshine Global Circuits Co.Ltd(300739) articles of association.
(IV) meeting time
1. On site meeting time: 15:00 p.m. on Tuesday, February 8, 2022.
2. Online voting time: the specific time of online voting through the trading system of Shenzhen stock exchange is: trading time on February 8, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00. The specific time for voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. on February 8, 2022 to 15:00 p.m. on February 8, 2022.
(V) meeting convening method: the combination of on-site voting and online voting is adopted.
(VI) equity registration date of the meeting: Wednesday, January 26, 2022
(VII) attendees
1. As of the closing of the market on the afternoon of January 26, 2022 (Wednesday), the equity registration date, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. All the above shareholders of the company have the right to attend the general meeting of shareholders and may entrust a proxy in writing to attend and vote. The proxy may not 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;
4. Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
(VIII) venue of on-site meeting: conference room of building F, No. 32, South Ring Road, Shangxing second industrial zone, Xinqiao street, Bao’an District, Shenzhen
2、 Matters considered at the meeting
(I) name of proposal
1. Proposal on the general election of non independent directors of the third board of directors of the company;
1.01 elect Mr. Zhang Peike as a non independent director of the third board of directors of the company;
1.02 elect Mr. Sun Wenbing as a non independent director of the third board of directors of the company;
1.03 elect Mr. Dou xucai as a non independent director of the third board of directors of the company;
1.04 elect Mr. Zhang Zhenguang as a non independent director of the third board of directors of the company.
2. Proposal on the general election of independent directors of the third board of directors of the company;
2.01 elect Mr. Wei Wei as an independent director of the third board of directors of the company;
2.02 elect Mr. Huang Zhidong as an independent director of the third board of directors of the company;
2.03 elect Ms. Li JUANJUAN as an independent director of the third board of directors of the company.
3. Proposal on the general election of non employee representative supervisors of the third board of supervisors of the company;
3.01 elect Ms. Tan Liping as the non employee representative supervisor of the third board of supervisors of the company;
3.02 elect Ms. Zhang Yanfen as the non employee representative supervisor of the third board of supervisors of the company.
4. Proposal on repurchase and cancellation of some restricted shares.
(II) special instructions:
(1) The above proposals 1, 2 and 4 were deliberated and approved at the 39th (Interim) meeting of the second board of directors, and proposal 3 was deliberated and approved at the 31st (Interim) meeting of the second board of supervisors. For details, please refer to the company’s publication on cninfo.com on the same day of the meeting（ http://www.cn.info.com.cn. ）Relevant announcements and documents on.
(2) For all proposals considered at this meeting, the company will count the votes of small and medium-sized investors separately. Small and medium-sized investors refer to shareholders who individually or jointly hold less than 5% of the company’s shares (excluding 5%; excluding directors, supervisors and senior managers of the company).
(3) The election of non independent directors, independent directors and non employee representative supervisors will be voted separately by cumulative voting. There are 4 non independent directors, 3 independent directors and 2 non employee representative supervisors to be elected this time. The number of election votes owned by shareholders is the number of voting shares they hold multiplied by the number of candidates to be elected. Shareholders can arbitrarily distribute the number of election votes among candidates within the limit of the number of candidates to be elected (they can cast zero votes), but the total number shall not exceed the number of election votes they have.
(4) Proposal 4 is a special resolution, which shall be approved by more than two-thirds of the total number of effective voting shares held by shareholders attending the general meeting of shareholders.
3、 Proposal code
Table 1: example of proposal code of this shareholders’ meeting
remarks
Proposal code proposal name the ticked column can vote
100 total motions: all motions except cumulative voting √
Cumulative voting motion
1.00 on the general election of the board of directors of the company, the number of non independent directors to be elected for the third board of directors is 4
Proposal on
1.01 election of Mr. Zhang Peike as a non independent director of the third board of directors of the company √
1.02 election of Mr. Sun Wenbing as a non independent director of the third board of directors √
1.03 election of Dou xucai as a non independent director of the third board of directors √
1.04 election of Mr. Zhang Zhenguang as a non independent director of the third board of directors of the company √
2.00 on the general election of the board of directors of the company, the number of independent directors to be elected for the third board of directors is 3
Proposal for
2.01 election of Mr. Wei Wei as an independent director of the third board of directors of the company √
2.02 election of Mr. Huang Zhidong as an independent director of the third board of directors of the company √
2.03 election of Ms. Li JUANJUAN as an independent director of the third board of directors of the company √
3.00 on the general election of the board of supervisors of the company, the number of non employee representatives to be elected for the third board of supervisors is 2
Table proposal of supervisors
3.01 election of Ms. Tan Liping as non employee representative of the third board of supervisors √
Supervisors
3.02 election of Ms. Zhang Yanfen as non employee representative of the third board of supervisors √
Supervisors
Non cumulative voting motion
4.00 proposal on repurchase and cancellation of some restricted shares √
4、 Meeting registration and other matters
(I) registration time: 9:00 to 12:00 a.m. and 14:00 to 17:00 p.m. on February 7, 2022 (II) registration place: Securities Department, building F, No. 32, South Ring Road, Shangxing second industrial zone, Xinqiao street, Bao’an District, Shenzhen Sunshine Global Circuits Co.Ltd(300739)
(III) registration method:
1. The legal representative or the agent entrusted by the legal shareholder shall attend the meeting.
If the legal representative attends the meeting, he shall go through the registration formalities with the securities account card of the legal person shareholder, the business license of the enterprise legal person stamped with the official seal (copy of the original and duplicate), the identity certificate of the legal representative and the resident identity card; If a legal person shareholder entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the securities account card of legal person shareholder, the business license of enterprise legal person with official seal (copy of original and duplicate), the power of attorney issued by the shareholder (see Annex 3 for details) and the resident ID card of the agent.
2. Natural person shareholders shall go through the registration procedures with their own shareholder securities account card and resident identity card; If a natural person shareholder entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the shareholder’s securities account card, resident ID card, power of attorney issued by the shareholder (see Annex 3 for details) and resident ID card of the trustee.
3. Non local shareholders can register by letter / e-mail or fax. Shareholders should carefully fill in the registration form of participating shareholders (see Annex 2 for details) for registration confirmation. Fax to the Securities Department of the company before 17:00 on February 7, 2022. Email to: [email protected].. Please send the letter to the Securities Department of building F, No. 32, South Ring Road, Shangxing second industrial zone, Xinqiao street, Bao\’an District, Shenzhen, postcode: 518125 (please indicate the words “general meeting” on the envelope). Telephone registration is not accepted.
5、 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. ）Participate in voting. The specific operation process involved in online voting is shown in Annex 1.
6、 Other matters
(I) the duration of the meeting is expected to be half a day. The accommodation, transportation and other related expenses of the participants shall be borne by themselves.
(II) meeting contact: Cai Linsheng
Conference Tel.: 0755-27243637
Meeting Contact Fax: 0755-27243609
Meeting contact email: [email protected].
Contact address: building F, No. 32, South Ring Road, Shangxing second industrial zone, Xinqiao street, Bao’an District, Shenzhen
Postal Code: 518125
(III) shareholders and authorized agents of shareholders attending the on-site meeting shall arrive at the meeting place within half an hour before the meeting, and bring the originals of shareholder’s securities account card, shareholding certificate, resident ID card, power of attorney and so on.
7、 Documents for future reference
(I) resolution of Sunshine Global Circuits Co.Ltd(300739) the 39th (Interim) meeting of the second board of directors;
(II) other documents.
It is hereby announced.
Sunshine Global Circuits Co.Ltd(300739) board of directors January 13, 2022
Annex 1:
Specific operation process of participating in online voting
1、 Procedures for online voting
(I) voting code: 350739
Voting abbreviation: Mingyang voting
(II) 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 electoral votes of each proposal group they have. If the number of electoral votes cast by shareholders exceeds the number of electoral votes they have, or if the number of votes cast in the differential election exceeds the number of candidates, their electoral 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.
(1) Election of non independent directors (by equal amount, the number of candidates is 4) the number of voting votes owned by shareholders = the total number of voting shares represented by shareholders × 4； Shareholders may distribute their voting votes among the four candidates for non independent directors arbitrarily, but the total number of votes shall not exceed their voting votes. (2) For the election of independent directors (equal amount election is adopted, and the number of candidates to be elected is 3), the number of voting votes owned by shareholders = the total number of voting shares represented by shareholders × 3； Shareholders may distribute their voting votes among the three independent director candidates at will, but the total number of votes shall not exceed their voting votes.
(3) Election of non employee representative supervisors (equivalent election is adopted, and the number of persons to be elected is 2). The number of votes owned by shareholders = the number of votes represented by shareholders
