Securities code: 300648 securities abbreviation: Fujian Nebula Electronics.Ltd(300648) Announcement No.: 2022-011 Fujian Nebula Electronics.Ltd(300648)
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 information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
The 17th meeting of the third board of directors of Fujian Nebula Electronics.Ltd(300648) (hereinafter referred to as “the company”, “the company” and ” Fujian Nebula Electronics.Ltd(300648) “) deliberated and adopted the proposal on convening the second extraordinary general meeting of shareholders in 2022, and decided to adopt the combination of on-site meeting and online voting to convene the second extraordinary general meeting of shareholders in 2022. The relevant matters of this shareholders\’ meeting are hereby notified as follows:
1、 Basic information of the meeting
(I) session: the second extraordinary general meeting of shareholders in 2022
(II) convener: Board of directors
At the 17th meeting of the third board of directors held on January 14, 2022, the company deliberated and adopted the proposal on convening the second extraordinary general meeting of shareholders in 2022.
(III) legality and compliance of the meeting: the convening and convening of this general meeting of shareholders by the board of directors of the company comply with the provisions of 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 (revised in 2022) and other relevant laws, administrative laws and regulations, departmental rules, normative documents and the Fujian Nebula Electronics.Ltd(300648) articles of association.
(IV) date and time of the meeting
1. On site meeting time: from 14:30 p.m. on Wednesday, February 9, 2022.
2. Online voting time: February 9, 2022, including:
(1) The time for online voting through the trading system of Shenzhen stock exchange is 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on February 9, 2022;
(2) The time for online voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on February 9, 2022.
(V) convening method of the meeting
The general meeting of shareholders is held by combining on-site meeting and online voting. The company will use the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Provide all shareholders with a voting platform in the form of network, and shareholders can exercise their voting rights through the above system during network voting time. For the same voting right, only one of the on-site voting and online voting can be selected. If the voting is repeated, the first voting result shall be taken as the valid vote for statistics. Online voting includes two voting methods: the trading system of Shenzhen Stock Exchange and the Internet voting system. Only one of them can be selected for the same share.
(VI) equity registration date of the meeting: Friday, January 28, 2022.
(VII) objects attending the shareholders’ meeting:
1. Ordinary shareholders holding shares of the company or their agents on the equity registration date. At the closing of the afternoon of the equity registration date (January 28, 2022), all ordinary shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend and vote at the general meeting of shareholders. Shareholders who are unable to attend the meeting in person for some reason may entrust agents to attend and vote in writing, The proxy need not be a shareholder of the company. See Annex II of this notice for the format of power of attorney.
2. Directors, supervisors and senior managers of the company.
3. Witness lawyers and other 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) site meeting place: conference room 1 Fujian Nebula Electronics.Ltd(300648) No. 6, Shishi Road, Mawei District, Fuzhou City, Fujian Province.
2、 Matters considered at the meeting
(I) the proposals submitted to the shareholders’ meeting for deliberation and voting are as follows:
1. Proposal on providing guarantee for wholly-owned and holding subsidiaries in 2022;
2. Proposal on applying for financing quota from banks.
The above proposal has been deliberated and adopted at the 17th meeting of the third board of directors of the company. The above deliberation matters belong to the scope of powers of the general meeting of shareholders of the company, do not violate the provisions of relevant laws, regulations and the articles of association, and the deliberation matters are legal and complete.
For details of the above proposals, see the company’s designated information disclosure media China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com on January 15, 2022（ http://www.cn.info.com.cn. ）Relevant announcements disclosed.
(II) 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, For the above proposals, the votes of small and medium-sized investors (excluding directors, supervisors, senior managers and other shareholders who individually or jointly hold more than 5% of the shares of the company) shall be counted separately and disclosed.
3、 Proposal code
Proposal code table of the general meeting of shareholders
remarks
Proposal code proposal name the ticked column can vote
100 general proposals: all proposals considered at this general meeting √
Non cumulative voting proposal
About providing guarantee for wholly-owned and holding subsidiaries in 2022
1.00 √
Proposal
2.00 proposal on applying for financing quota from banks √
4、 Registration of on-site meeting of the general meeting of shareholders, etc
The registration method of the company’s shareholders or shareholders’ agents attending the on-site meeting of the general meeting of shareholders is as follows:
(I) registration time: 9:00-11:30 a.m. and 14:00-17:00 p.m. on Tuesday, February 7, 2022.
(II) place of registration: Securities Department of the company (Securities Department Fujian Nebula Electronics.Ltd(300648) No. 6, Shishi Road, Mawei District, Fuzhou City, Fujian Province).
(III) registration method: 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 the meeting in person, he / she shall register with his / her valid ID card and securities account card. If a natural person shareholder entrusts an agent to attend the meeting, 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 securities account card.
2. If the legal representative of a legal person shareholder (or other economic organization or unit of an unincorporated person, the same below) attends the meeting, he / she shall present his / her valid ID card, identity certificate of the legal representative (or power of attorney), copy of the business license of the legal person unit (or valid certificates such as company registration certificate and social organization legal person registration certificate, the same below) (stamped with official seal) Securities account card registration. If a legal person shareholder entrusts an agent to attend the meeting, the agent shall register on the strength of 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 (with official seal affixed) and the securities account card. If the shareholder is a qualified foreign institutional investor (QFII), the shareholder or shareholder’s agent who intends to attend the meeting shall submit a copy of the QFII Certificate (with official seal) in addition to the above materials when going through the registration formalities.
3. Shareholders can register by letter (the envelope must indicate “the second extraordinary general meeting of shareholders in 2022”) or fax. Among them, shareholders registered by fax must bring the original of the above materials and submit them to the company for inspection when attending the on-site meeting. The letter or fax must be delivered to the company by hand, mail, express or fax before 17:00 on February 7, 2022 (the letter shall be subject to the postmark). Telephone registration is not accepted.
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.
(IV) the power of attorney (format) of the company’s shareholders to entrust agents to attend the general meeting of shareholders is detailed in Annex II to this notice.
(V) other matters
1. The duration of the on-site meeting of the general meeting of shareholders is expected to be half a day.
2. The transportation, accommodation and other expenses of shareholders or shareholders’ agents attending the meeting shall be borne by themselves.
3. Contact information:
Contact address: Securities Department Fujian Nebula Electronics.Ltd(300648) No. 6, Shishi Road, Mawei District, Fuzhou City, Fujian Province.
Contact: Zhou Chao, Chen Zhaomin
Tel.: 0591-28051312
Contact Fax: 0591-28328898
E-mail: investment@e -nebula. com.
5、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders of the company can vote through the trading system of Shenzhen Stock Exchange and the Internet voting system (website: http://wltp.cn.info.com.cn. ）See Annex I of this notice for the specific operation process of voting and online voting.
6、 Documents for future reference
Resolution of Fujian Nebula Electronics.Ltd(300648) the 17th meeting of the third board of directors.
It is hereby announced.
Annex I: specific operation process of participating in online voting
Annex II: power of attorney (format)
Fujian Nebula Electronics.Ltd(300648)
Board of directors
January 15, 2001
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 350648
2. Voting abbreviation: Nebula voting
3. Proposal setting and opinion voting
(1) Proposal setting
List of “proposal code” corresponding to the proposal of the general meeting of shareholders
Proposal name proposal code No
Total motion 100
1 proposal on providing guarantee for wholly-owned and holding subsidiaries in 2022 1.00
2 proposal on applying for financing limit from banks 2.00
(2) Fill in voting opinions
For the non cumulative voting proposals considered at the general meeting of shareholders, fill in the voting opinions: agree, disagree or abstain.
(3) If shareholders vote on the general proposal, they shall be deemed to express the same opinions on all proposals of the general meeting of shareholders. 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 9, 2022, i.e. 9:15-9:25 a.m., 9:30-11:30 a.m. and 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 will start voting at any time from 9:15 a.m. to 15:00 p.m. on February 9, 2022 (the day of the on-site shareholders’ meeting).
2. For online voting through the Internet voting system, shareholders shall handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investors\’ network services of Shenzhen Stock Exchange (revised in 2016) and obtain the “digital certificate of Shenzhen Stock Exchange” or “investor service password of Shenzhen Stock Exchange”. 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.
