Securities code: 002895 securities abbreviation: Guizhou Chanhen Chemical Corporation(002895) Announcement No.: 2022-006
Convertible bond Code: 127043 convertible bond abbreviation: CHUANHENG convertible bond
Guizhou Chanhen Chemical Corporation(002895)
Notice on convening the first extraordinary general meeting of shareholders in 2022
The company and all members of the board of directors guarantee that the content of information disclosure is true, accurate and complete
False records, misleading statements or material omissions.
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: the first extraordinary general meeting of shareholders in 2022
2. Convener of the general meeting of shareholders: the board of directors of the company
3. Legality and compliance of the meeting: the proposal on convening the first extraordinary general meeting of the company in 2022 was deliberated and adopted at the 12th meeting of the third board of directors of the company. The convening of the general meeting of shareholders 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) The on-site meeting will be held at 15:00 on Monday, February 21, 2022
(2) The time of online voting is February 21, 2022. Among them, the time of voting through the Internet voting system of Shenzhen stock exchange is: 9:15-15:00 on February 21, 2022; 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 February 21, 2022.
5. Meeting mode: the meeting is held by combining on-site voting and online voting.
The company will use the Internet system and trading system of Shenzhen Stock Exchange (address: http://wltp.cn.info.com.cn. ）Provide a voting platform in the form of network to all shareholders of the company, and shareholders can exercise their voting rights through the above system during network voting time.
Shareholders of the company shall choose one of on-site voting and online voting. In case of repeated voting with the same voting right, the first voting result shall prevail; In case of repeated voting in online voting, the first voting result shall also prevail.
6. Equity registration date of the company: February 15, 2022 (Tuesday)
7. Attendees:
(1) By the afternoon of February 15, 2022, after the closing of the market, all shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders, and can entrust an agent to attend and vote in writing. The shareholder agent does not have to be a shareholder of the company;
(2) Directors, supervisors and senior managers of the company;
(3) Lawyers employed by the company;
(4) Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
8. Venue: No. 2, building 18, No. 58, Huasheng Road, Longtan headquarters city, Chenghua District, Chengdu.
2、 Matters considered at the meeting
(I) matters considered at the meeting
1. Proposal on 2022 restricted stock incentive plan (Draft) > and its summary
2. Proposal on the management measures for the implementation and assessment of restricted stock incentive plan in 2022
3. Proposal to the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive
4. Proposal on changing the investment amount and construction period of non-public development bank share raised investment projects
Related shareholders will abstain from voting on proposals 1, 2 and 3; Proposals 1, 2 and 3 are special resolutions, which shall be deliberated and approved by more than two-thirds of the voting rights held by the shareholders with voting rights present at the meeting, and the votes of minority shareholders shall be counted separately.
(II) disclosure of matters under consideration
The above proposals have been deliberated and adopted by the company at the 11th meeting of the third board of directors held on December 29, 2021 and the 12th meeting of the third board of directors held on January 13, 2022. For details, see the company’s publications in China Securities Journal, securities daily and cninfo.com on December 30, 2021 and January 14, 2022 respectively（ http://www.cn.info.com.cn. ）Announcement on the resolution of the 11th meeting of the third board of directors, announcement on the resolution of the 12th meeting of the third board of directors (Announcement No.: 2021-172, 2022-005) and other relevant announcements.
(III) independent directors solicit voting rights
February 16, 2022 to February 18, 2022 (9:00-11:30 a.m. and 13:30-17:00 p.m. every day). Chen Zhenhua, an independent director, is entrusted by other independent directors as the collector to solicit voting rights from all shareholders of the company on all proposals of the first extraordinary general meeting of shareholders in 2022 to be held on February 21, 2022. For details, see the announcement on public solicitation of voting rights by independent directors (Announcement No.: 2022-007) disclosed in the information disclosure media at the same time as this announcement. 3、 Proposal code
remarks
The ticked proposal code and proposal name column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative investment
Vote proposal
1.00 proposal on 2022 restricted stock incentive plan (Draft) > and its summary √
2.00 proposal on management measures for the implementation and assessment of restricted stock incentive plan in 2022 √
3.00 proposal to the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive √
4.00 proposal on changing the investment amount and construction period of non-public development bank share raised investment projects √
4、 Meeting registration items
1. Registration time: 9:00-12:00, 13:00-15:00, February 21, 2022 (Monday)
2. Registration method:
(1) If a natural person shareholder attends the meeting in person, he shall show his ID card or other valid certificates or certificates that can indicate his identity and stock account card; If the entrusted person attends the meeting on behalf of others, he / she shall show his / her valid ID card and power of attorney of shareholders (see Annex I);
(2) A legal person shareholder shall be represented at the meeting by the legal representative or an agent entrusted by the legal representative.
If the legal representative attends the meeting, he / she shall present his / her ID card and valid documents proving his / her qualification as legal representative; If a proxy is entrusted to attend the meeting, the proxy shall show his ID card and the power of attorney signed by the legal representative of the legal person shareholder.
(3) Non local shareholders may register by letter or fax, which shall be subject to the time of arrival at the company. The deadline is 15:00 on February 21, 2022, and please mark “general meeting” on the envelope. The general meeting of shareholders will not accept telephone registration.
3. Registration place: No. 2, building 18, No. 58, Huasheng Road, Longtan headquarters city, Chenghua District, Chengdu
4. Meeting contact:
Contact: Li Jian
Tel: 0854-2441118
Contact Fax: 0854-2210229
mail box: [email protected].
Contact address: Fuquan City, Qiannan Prefecture, Guizhou Province Guizhou Chanhen Chemical Corporation(002895)
Postal Code: 550505
The shareholders attending the on-site meeting shall bear their own accommodation, transportation and other expenses.
During online voting, if the voting system is affected by major emergencies, the process of the shareholders’ meeting shall be carried out according to the notice of the day.
In this general 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 II for the specific operation process of voting and online voting. 6、 Documents for future reference
1. Resolution of the 11th meeting of the third board of directors of the company;
2. Resolution of the 12th meeting of the third board of directors of the company.
Guizhou Chanhen Chemical Corporation(002895) Annex I of the board of directors on January 14, 2022:
Power of attorney
I hereby authorize Mr. / Ms. to attend the first extraordinary general meeting of shareholders in Guizhou Chanhen Chemical Corporation(002895) 2022 on my / our behalf, and the trustee has the right to vote on the matters considered at the general meeting of shareholders in accordance with the instructions of this power of attorney, and sign relevant documents on my / her behalf. My / our voting opinions on the proposal of the first extraordinary general meeting of shareholders in Guizhou Chanhen Chemical Corporation(002895) 2022 are as follows:
remarks
Proposal code proposal name check this column agree to disagree with abstention
Columns can be
By vote
100 total proposals: √ except cumulative voting proposals
All proposals
Non cumulative
Voting proposal
case
1.00 restricted stock incentive plan in 2022 √
(Draft) > proposal with its abstract
2.00 restricted stock incentive plan in 2022 √
Proposal on implementation of assessment management measures
3.00 request to the general meeting of shareholders to authorize the board of directors to handle √
Proposal on matters related to equity incentive
4.00 change of raised investment items of non-public offering shares √
Proposal on investment amount and construction period
Note: ① the instructions of the trustor to the trustee shall be subject to the tick “√” in the box below “agree”, “oppose”, “abstain” and “withdraw”. There shall be no two or more instructions for the same matter under consideration, and other symbols shall be regarded as abstaining. If the trustor fails to give clear instructions on the voting opinions of a certain deliberative matter or has two or more instructions on the same deliberative matter, the trustee may vote by itself. ② The power of attorney is valid for newspaper cutting, copying or self-made according to the above format. ③ If the client is a legal person, it shall be affixed with the official seal of the unit. Name of the client (signature or seal): the ID number of the client / uniform Social Credit Code:
Number of shares held by the trustor: shareholder account of the trustor:
Signature of the trustee: the ID number of the trustee:
Term of authorization: mm / DD / yyyy to mm / DD / yyyy
Annex II:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation of ordinary shares: the voting code is “362895”, and the voting abbreviation is “CHUANHENG voting”.
2. Fill in the voting opinions or election votes.
For non cumulative voting proposals, fill in the voting opinions: agree, disagree, abstain and withdraw.
3. When shareholders vote on the general proposal, they are deemed to express the same opinions on all 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 shareholders vote 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 opinions of the general proposal shall prevail.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: trading time on February 21, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00.
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 09:15-15:00 on February 21, 2022 (the day of the on-site shareholders’ meeting).
2. Shareholders who conduct online voting through the Internet voting system shall handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investors\’ online services 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. According to the service password or digital certificate obtained, the shareholder logs in to http: / / W
