Securities code: Henan Huaying Agricultural Development Co.Ltd(002321) securities abbreviation: ST Huaying Announcement No.: 2022049 Henan Huaying Agricultural Development Co.Ltd(002321)
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.
Henan Huaying Agricultural Development Co.Ltd(002321) (hereinafter referred to as “the company”) is scheduled to hold the 2021 annual general meeting of shareholders at 14:30 p.m. on Monday, May 23, 2022. This general meeting of shareholders adopts the combination of on-site voting and online voting. The company will provide online voting platform to shareholders of the company through the trading system of Shenzhen Stock Exchange and Internet voting system. The relevant matters of this shareholders’ meeting are hereby notified as follows:
1、 Basic information of the meeting
(I) convener of the meeting: the board of directors of the company.
(II) legality and compliance of the meeting: the 57th meeting of the sixth board of directors of the company made a decision on convening the general meeting of shareholders. The convening procedure of the general meeting of shareholders complies with the provisions of the company law of the people’s Republic of China, the rules for the general meeting of shareholders of listed companies and other relevant laws, administrative regulations, departmental rules, normative documents and the articles of association. (III) date and time of the meeting:
1. On site meeting time: 14:30, May 23, 2022 (Monday)
2. Online voting time: May 23, 2022 (Monday)
(1) The time for 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;
(2) The time of online voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. on May 23, 2022 to 15:00 p.m. on May 23, 2022.
(IV) meeting mode:
This general meeting of shareholders adopts the combination of on-site voting and online voting. The company will provide all shareholders with an online voting platform through the trading system of Shenzhen Stock Exchange and the Internet voting system. Shareholders can exercise their voting rights through the above system during online voting time.
Only one of the on-site or online voting methods can be selected for the same share. If the same share is voted repeatedly through on-site or online, the first voting result shall prevail.
(V) equity registration date: Tuesday, May 17, 2022.
(VI) attendees of this shareholders’ meeting:
1. As of the afternoon closing of May 17, 2022, 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 and vote at the general meeting of shareholders. If they are unable to attend the meeting in person for some reason, they can entrust an agent in writing to attend and vote on their behalf. The agent of the shareholder does not have to be a shareholder of the company (see Annex 2 for the temsector of power of attorney).
2. Directors, supervisors and senior managers of the company.
3. A lawyer employed by the company.
4. The company invites guests to attend the meeting.
(VII) venue of the on-site meeting: conference room on the 11th floor, No. 1, Gongye Avenue, industrial agglomeration zone, Huangchuan County, Henan Province.
2、 Matters considered at the meeting
1. Proposal code table
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative investment
Vote proposal
1.00 work report of the board of directors in 2021 √
2.00 work report of the board of supervisors in 2021 √
3.00 annual report and summary of the company in 2021 √
4.00 company’s 2021 annual financial statement report √
5.00 profit distribution plan of the company in 2021 √
6.00 proposal on the proposed renewal of accounting firm √
7.00 supplementary confirmation on daily and other related matters in 2021 √
Proposal on transactions and expected daily connected transactions in 2022
8.00 on the company’s outstanding losses reaching the total paid in share capital III √
One third of the bill
9.00 proposal on Amending the articles of association √
Cumulative voting proposals 10, 11 and 12 are examples of equal voting
proposal
10.00 proposal on the number of non independent directors to be elected in the seventh board of directors (6)
10.01 elect Mr. Xu Shuijun as a non independent director of the seventh board of directors √
10.02 elect Mr. Zhang Yong as a non independent director of the seventh board of directors √
10.03 election of Mr. Chen Yaohua as a non independent director of the seventh board of directors √
10.04 elect Mr. Cheng Ningning as a non independent director of the seventh board of directors √
10.05 elect Mr. Zhao Yao as a non independent director of the seventh board of directors √
10.06 elect Ms. Sun Li as a non independent director of the seventh board of directors √
11.00 number of candidates for the proposal on the election of independent directors of the seventh board of directors (3)
11.01 elect Mr. Ye Jinpeng as an independent director of the seventh board of directors √
11.02 elect Mr. Wang Huohong as an independent director of the seventh board of directors √
11.03 election of Ms. Zhang Rui as an independent director of the seventh board of directors √
12.00 proposal on electing (2) non employee representative supervisors of the seventh board of supervisors
12.01 elect Mr. Ding Qingbo as the non employee representative of the seventh board of supervisors √
supervisor
12.02 elect Ms. Zhang huqiong as the non employee representative of the seventh board of supervisors √
supervisor
2. Proposal review and disclosure
The above proposal has been deliberated and adopted at the 57th meeting of the sixth board of directors and the 26th meeting of the sixth board of supervisors. For details, please refer to the company’s securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on April 30, 2022（ http://www.cn.info.com.cn. ）Relevant announcements on.
3. Other relevant instructions
Among them, proposal 7 involves related party transactions, which requires related shareholders to avoid voting. According to the relevant provisions of Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, proposal 9 is a special resolution, which must be passed by more than two-thirds of the voting rights held by the shareholders attending the general meeting of shareholders.
Proposals 10, 11 and 12 adopt the cumulative voting system. The qualification and independence of independent director candidates need to be filed and reviewed by Shenzhen Stock Exchange, and the shareholders’ meeting can vote only after there is no objection. The above proposal will count the votes of small and medium-sized investors (except directors, supervisors, senior managers and other shareholders who individually or jointly hold more than 5% of the shares of the company), and the voting results will be listed separately in the announcement of the resolution of the general meeting of shareholders.
Independent directors will report on their duties at the 2021 annual general meeting of shareholders of the company.
3、 Meeting registration method
(I) registration method: on-site registration, registration by letter or fax
(II) registration time: 8:00-11:30 a.m. and 15:00-18:00 p.m. on May 18, 2022.
(III) place of registration: Securities Department, 16th floor, No. 1, Gongye Avenue, industrial agglomeration zone, Huangchuan County, Henan Province.
(IV) shareholders or their agents who intend to attend the on-site meeting of the general meeting of shareholders shall register with the following documents:
1. If a natural person shareholder attends in person, he / she shall register with his / her valid ID card and shareholder account card. If a natural person shareholder entrusts an agent to attend, the agent shall register on the strength of his / her valid ID card, the power of attorney issued by the natural person shareholder (i.e. the trustee), the valid ID card of the natural person shareholder and the shareholder account card.
2. If the legal representative of the legal person shareholder is present, the registration shall be handled on the strength of his / her valid ID card, the identity certificate of the legal representative (or power of attorney), the copy of the business license of the legal person unit (stamped with official seal) and the shareholder account card. If the legal person shareholder entrusts an agent to attend, the agent shall register with his / her valid ID card, the power of attorney issued by the legal person shareholder, the copy of the business license of the legal person unit (stamped with official seal) and the shareholder account card.
3. Shareholders can register by letter or fax. Among them, shareholders registered by fax must bring the original of the above materials and submit them to the company when attending the on-site meeting. 4. If the power of attorney is signed by another person authorized by the principal (or the legal representative of the principal), the power of attorney or other authorization documents signed by the other person authorized by the principal (or the legal representative of the principal) shall be notarized and submitted to the company together with the above documents required for registration procedures.
(V) other matters
1. The shareholders’ meeting is expected to be half a day on site.
2. The transportation, accommodation and other expenses of shareholders or their agents attending the meeting shall be borne by themselves.
3. Contact information of conference affairs:
Contact address: Securities Department, 16th floor, No. 1, Gongye Avenue, industrial agglomeration zone, Huangchuan County, Henan Province
Postal Code: 465150
Contact: he Zhifeng, Liu Shenglong
Tel: (0371) 55697517
Contact Fax: (0371) 55697519
Email: liushenglong Henan Huaying Agricultural Development Co.Ltd(002321) 163.com.
4、 Specific operation process of participating in online voting
The specific operation process of online voting in this general meeting of shareholders, shareholders can use the trading system of Shenzhen Stock Exchange and Internet voting system (address: http://wltp.cn.info.com.cn. ）See Annex 1 for the specific process of online voting.
5、 Documents for future reference: resolutions of the 57th meeting of the 6th board of directors of the company. Resolution of the 26th meeting of the 6th board of supervisors of the company. It is hereby notified
Henan Huaying Agricultural Development Co.Ltd(002321) board of directors April 30, 2002
Annex I
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 362321.
2. Voting abbreviation: “Huaying voting”.
3. Fill in the voting opinions or election votes
(1) For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain. (2) 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 election votes of each proposal group they have. If the number of election votes cast by shareholders exceeds the number of election votes they have, or if the number of votes cast in the differential election exceeds the number of candidates, their election 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.
List of election votes for candidates under cumulative voting system
Fill in the number of election votes cast for candidates
Vote X1 for candidate a
Vote x2 for candidate B
… …
The total number of election votes held by the shareholder shall not exceed
An example of the number of election votes held by shareholders under each proposal group is as follows:
① Election of non independent directors (by equal amount, the number of persons to be elected is 6)
The number of voting votes held by shareholders = the total number of voting shares represented by shareholders × 6. Shareholders can distribute the number of election votes among the six candidates for non independent directors arbitrarily, but the total number of votes shall not exceed the number of election votes they have.
② Election of independent directors (equal amount election is adopted, and the number of candidates is 3)
The number of voting votes held by shareholders = the total number of voting shares represented by shareholders × 3. Shareholders may
