Securities code: Hangzhou Century Co.Ltd(300078) securities abbreviation: Hangzhou Century Co.Ltd(300078) Announcement No.: 2022046 bond Code: 123096 bond abbreviation: Sichuang convertible bond
Hangzhou Century Co.Ltd(300078)
Notice on convening the 2021 annual general meeting of shareholders
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 resolution of the 9th meeting of the 5th board of directors held by Hangzhou Century Co.Ltd(300078) (hereinafter referred to as “the company”) on April 27, 2022, the company will hold the 2021 annual general meeting of shareholders on May 23, 2022. The relevant matters of convening the general meeting of shareholders are hereby notified as follows:
1、 Basic information of the meeting
(I) session of the general meeting of shareholders: 2021 annual general meeting of shareholders
(II) convener of the general meeting of shareholders: the board of directors of the company.
(III) legality and compliance of the meeting: after deliberation and approval at the 9th meeting of the 5th board of directors of the company, it is decided to convene the 2021 annual general meeting of shareholders. The convening procedures of the general meeting of shareholders comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
(IV) date and time of the meeting:
(1) On site meeting time: 2:30 p.m. on Monday, May 23, 2022;
(2) Online voting time: the specific time of online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 23, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 09:15 on May 23, 2022 to 15:00 on May 23, 2022.
(V) convening method of the meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting. Shareholders of the company can only choose one of on-site voting and online voting. In case of repeated voting of the same voting right, the first voting result shall prevail.
(VI) date and time of equity registration: Tuesday, May 17, 2022
(VII) attendees:
(1) As of the closing of the stock market on Tuesday, May 17, 2022, all ordinary shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the meeting
East general meeting, and can entrust an agent to attend the meeting and vote in writing. The shareholder agent does not need to be a shareholder of the company, but can also participate in online voting during online voting time;
(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.
(VIII) meeting place: the company’s meeting room (the meeting room on the third floor of block D, medical benefit center, Binjiang District, Hangzhou, Zhejiang Province).
2、 Matters considered at the meeting
Proposal remarks
The ticked column of the code proposal name column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting motion
1.00 review the work report of the board of directors in 2021 √
2.00 review the work report of the board of supervisors in 2021 √
3.00 review of full text and summary of 2021 annual report √
4.00 review of 2021 financial final accounts report √
5.00 review the proposal on profit distribution plan for 2021 √
6.00 review on the renewal of Tianjian Certified Public Accountants (special general partnership) as the company in 2022 √
Proposal of audit institution
7.00 review of part of stock options on the company’s 2019 stock options and restricted stock incentive plan √
Proposal on cancellation and partial repurchase and cancellation of restricted shares
8.00 review the proposal on reducing registered capital and amending the articles of association √
The above proposals have been deliberated and adopted at the 9th meeting of the 5th board of directors and the 8th meeting of the 5th board of supervisors. For details, please refer to cninfo (www.cn. Info. Com. CN.) on the gem information disclosure website designated by China Securities Regulatory Commission on the same day Relevant announcements issued.
The independent directors of the company will report on their duties at the annual general meeting of shareholders.
Among the above-mentioned proposals, the seventh proposal and the eighth proposal are special resolutions, which shall be adopted by the general meeting of shareholders by special resolutions, that is, by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders; Other proposals shall be passed by ordinary resolutions, which shall be passed by more than half of the voting rights held by shareholders (including shareholders’ agents) attending the general meeting of shareholders.
According to the requirements of the rules for the general meeting of shareholders of listed companies (revised in 2022) and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM, The company will count the votes of small and medium-sized investors separately and disclose the voting results (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 listed company). 3、 Meeting registration method
(I) registration method
(1) If the legal representative of a legal person shareholder attends the meeting, he shall go through the registration formalities with the account card of the legal person shareholder, the copy of the business license stamped with the official seal, the certificate of the legal representative and the ID card; If the agent entrusted by the legal representative attends the meeting, he shall go through the registration formalities with his own ID card, a copy of the business license stamped with the official seal, the power of attorney issued by the legal representative according to law and the account card of the legal person shareholder;
(2) Natural person shareholders shall go through the registration procedures with their own ID card and shareholder account card; If a natural person shareholder entrusts an agent, it shall go through the registration formalities with the agent’s ID card, power of attorney, the principal’s shareholder account card and ID card;
(3) Non local shareholders can register by e-mail or fax. Shareholders should carefully fill in the registration form of shareholders’ participation (Annex I) and send it together with the registration materials to the office of the company’s securities management department before 17:00 (Thursday), May 19, 2022. Telephone registration is not accepted.
(II) registration time: from May 18, 2022 to May 19, 2022, 9:00-11:30 and 13:30-17:00 every day.
(III) place of registration: Hangzhou Century Co.Ltd(300078) securities management department office.
(IV) precautions: shareholders and shareholders’ agents attending the on-site meeting shall bring the original of relevant certificates to the venue half an hour before the meeting to go through the signing in procedures.
4、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange (address: http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process of voting and online voting.
5、 Other matters
1. Meeting contact information:
Contact person: Tang Ying Tel: 057128818665 Fax: 057128818665 (please indicate “shareholders’ meeting” on the fax letter) 2. The duration of the shareholders’ meeting is half a day. Please pay for the accommodation, transportation and other expenses of the participants. 6、 Documents for future reference 1. Resolutions of the 9th meeting of Hangzhou Century Co.Ltd(300078) the 5th board of directors; 2. Hangzhou Century Co.Ltd(300078) the resolution of the 8th meeting of the 5th board of supervisors. 7、 Annex I, specific operation process of online voting, annex II, annex II of shareholder participation registration form and power of attorney are hereby announced.
Hangzhou Century Co.Ltd(300078) board of directors
April 29, 2022
Annex I
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation: the voting code is “350078”, and the voting abbreviation is “Sichuang voting”. 2. Fill in the voting opinions
The proposals of this general meeting of shareholders are non cumulative voting proposals, and the voting opinions are: agree, disagree and abstain.
3. When shareholders vote on the general proposal, they are deemed to express the same opinions on all other proposals except 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 and then the specific proposal is voted, the voting opinion of the general proposal shall prevail.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: trading time on May 23, 2022, i.e. 9:15-9:25 a.m., 9:30-11:30 p.m., 13:00-15:00 p.m.
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 at 9:15 a.m. on May 23, 2022 (the day of the on-site shareholders’ meeting), and ends at 15:00 p.m. on May 23, 2022 (the day of the on-site shareholders’ meeting). 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. 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
Hangzhou Century Co.Ltd(300078)
Registration form of shareholders’ participation in 2021 annual general meeting
Name or name ID No. / business operation
Business license number
Number of shares held in shareholder’s account
Contact number e-mail
Contact address: do you attend the meeting in person
Trustee name remarks
Annex III
Power of attorney
To: Hangzhou Century Co.Ltd(300078)
I hereby entrust Mr. (Ms.) to attend Hangzhou Century Co.Ltd(300078) Technology Co., Ltd. on behalf of me / my unit
The 2021 annual general meeting of shareholders of the company will vote on the following proposals. I / this order
If the trustee fails to give specific instructions on the voting matters of the meeting, the trustee may exercise the voting right on his behalf
The consequences of the right shall be borne by myself / my unit.
Remarks on the proposal
The ticked column in the name of the coded proposal can vote for the items of consent, opposition and abstention
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting motion
1.00 review the work report of the board of directors in 2021
