Securities code: 688575 securities abbreviation: Shenzhen Yhlo Biotech Co.Ltd(688575) Announcement No.: 2022-006 Shenzhen Yhlo Biotech Co.Ltd(688575)
Announcement on public solicitation of entrusted voting rights by independent directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal liabilities for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Starting and ending time of solicitation of voting rights: January 26, 2022 to January 27, 2022
Solicitation of voting opinions on all voting matters: agreed
The collector does not hold the company’s shares
In accordance with the relevant provisions of the measures for the administration of equity incentive of listed companies (hereinafter referred to as the “measures”) promulgated by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) and entrusted by other independent directors of Shenzhen Yhlo Biotech Co.Ltd(688575) (hereinafter referred to as the “company”), Mr. Liu Dengming, an independent director, is the collector, Solicit entrusted voting rights from all shareholders of the company on the proposals related to the 2022 restricted stock incentive plan to be considered at the first extraordinary general meeting of 2022 to be held on February 7, 2022.
China Securities Regulatory Commission, Shanghai Stock Exchange and other government departments have not expressed any opinions on the authenticity, accuracy and completeness of the contents described in this report, and are not responsible for the contents of this report. Any statement to the contrary is a false statement.
1、 Statement of the collector
As the collector, I, Liu Dengming, in accordance with the relevant provisions of the management measures and the entrustment of other independent directors, publicly solicit the entrusted voting rights of shareholders on the relevant proposals of the equity incentive plan in the first extraordinary general meeting of the company in 2022. I do not have the situation that I shall not publicly solicit voting rights as a soliciter as stipulated in Article 3 of the Interim Provisions on the administration of public solicitation of shareholders’ rights of listed companies issued by the CSRC, and promise to continue to meet the conditions as a soliciter from the solicitation date to the exercise date. The collector guarantees that there are no false records, misleading statements or major omissions in this report, and is legally responsible for its authenticity, accuracy and integrity, and that it will not use the voting rights collected this time to engage in securities fraud such as insider trading and market manipulation.
The solicitation of entrusted voting rights is publicly conducted free of charge and announced on the website of Shanghai Stock Exchange. This solicitation is entirely based on the responsibilities of the soliciter as an independent director of the listed company, and the information released is free of false and misleading statements. The soliciter has obtained the consent of other independent directors of the company to solicit the entrusted voting rights this time. The performance of this announcement will not violate or conflict with any provisions in laws and regulations, the articles of association or internal system.
2、 Basic information of the company
Company name: Shenzhen Yhlo Biotech Co.Ltd(688575)
Stock abbreviation: Shenzhen Yhlo Biotech Co.Ltd(688575)
Stock Code: 688575
Legal representative: Song Yongbo
Secretary of the board of directors: Pang Shihong
Contact address: Building 1, biotechnology plant Shenzhen Yhlo Biotech Co.Ltd(688575) Baolong Second Road, Baolong street, Longgang District, Shenzhen
Postal Code: 518100
Tel: 0755-84821649
mail box: [email protected].
3、 Basic information of the collector, voting opinions on voting matters and reasons
(I) basic information of the recruiter
The current independent director of the company, Mr. Liu Dengming, is the person to solicit voting rights. His basic information is as follows: Mr. Liu Dengming, born in 1975, Chinese nationality, has no permanent right of residence abroad, and has a master’s degree. From July 2000 to August 2002, he served as deputy director of the Legislative Affairs Office of Yankou Town People’s Government of Lengshuijiang City. From July 2005 to March 2009, he served as the full-time legal adviser of the legal department of Agricultural Bank Of China Limited(601288) Shenzhen Branch. From April 2009 to August 2010, he served as an intern lawyer of Shanghai Jianwei (Shenzhen) law firm. From September 2010 to July 2014, he served as a full-time lawyer of Guangdong Junyan law firm. From August 2014 to June 2016, served as
Director, partner and lawyer of Guangdong Huaya law firm. From July 2016 to September 2017, he served as a partner lawyer of Guangdong convinced law firm. From October 2017 to June 2019, he served as a full-time lawyer of Guangdong Yandao law firm. From July 2019 to now, he has served as a full-time lawyer of Beijing Yifa (Shenzhen) law firm. He has been an independent director of the company since June 2019.
The collector does not hold the company’s shares, has not been punished for securities violations, and has not been involved in major civil litigation or arbitration related to economic disputes.
The collector and its main immediate family members have not reached any agreement or arrangement on matters related to the equity of the company; As an independent director of the company, he has no interest relationship with the directors, senior managers, major shareholders and their affiliates of the company and the solicitation.
(II) solicitation of voting opinions and reasons for voting matters
As an independent director of the company, the recruiter attended the third meeting of the third board of directors held by the company on January 14, 2022, and made comments on the proposal on the company’s restricted stock incentive plan in 2022 (Draft) and its summary, and the proposal on the measures for the assessment and management of the implementation of the company’s restricted stock incentive plan in 2022 The proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s restricted stock incentive plan in 2022 and other three proposals voted for approval, and expressed independent opinions on the implementation of the company’s restricted stock incentive plan.
The collector believes that the company’s restricted stock incentive plan is conducive to promoting the sustainable development of the company, forming a long-term incentive mechanism for core personnel, and does not damage the interests of the company and all shareholders, especially minority shareholders. The incentive objects of the company’s restricted stock incentive plan meet the conditions for becoming incentive objects specified in laws, regulations and normative documents.
4、 Basic information of the general meeting of shareholders
(I) meeting time
1. On site meeting time: 14:00 on February 7, 2022
2. Online voting time: on February 7, 2022, the company adopted the online voting system of Shanghai Stock Exchange. The voting time through the trading system voting platform is the trading time period on the day of the shareholders’ meeting, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders.
(II) meeting place
Conference room of the company, building 1, biotechnology plant area Shenzhen Yhlo Biotech Co.Ltd(688575) Baolong Second Road, Baolong street, Longgang District, Shenzhen.
(III) proposals requiring proxy voting rights
Proposal name
Serial number
Non cumulative voting motion
1. Proposal on the company’s 2022 restricted stock incentive plan (Draft) and its summary
2. Proposal on the company’s management measures for the implementation and assessment of restricted stock incentive plan in 2022
3 proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s restricted stock incentive plan in 2022
For details of the convening of the general meeting of shareholders, see the company’s disclosure on the website of Shanghai Stock Exchange (www.sse. Com. CN.) on January 15, 2022 Notice on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-005).
5、 Solicitation scheme
(I) collection object
As of the afternoon of January 25, 2022, all shareholders of the company registered in Shanghai Branch of China Securities Depository and Clearing Co., Ltd.
(II) collection time
January 26, 2022 to January 27, 2022 (9:00-11:30 a.m. and 13:00-16:30 p.m.). (III) collection method
It is publicly available on the website of Shanghai Stock Exchange (www.sse. Com. CN.) An announcement was issued on the to solicit voting rights.
(IV) collection procedure
1. If the shareholders decide to entrust the soliciter to vote, they shall fill in the power of attorney for public solicitation of voting rights of independent directors (hereinafter referred to as the “power of attorney”) item by item according to the format and content determined in the annex to this report.
2. Submit the power of attorney and other relevant documents signed by me to the company’s secretary office entrusted by the collector; The power of attorney and other relevant documents shall be signed and received by the company’s secretary office for the collection of entrusted voting rights:
(1) If the voting shareholder is a legal person shareholder, it shall submit a copy of the business license of the legal person, a copy of the identity certificate of the legal representative, the original power of attorney and the shareholder account card; All documents provided by the legal person shareholder in accordance with this article shall be signed page by page by the legal representative and stamped with the official seal of the shareholder unit;
(2) If the entrusted voting shareholder is an individual shareholder, it shall submit a copy of its own ID card, the original power of attorney and a copy of its stock account card;
(3) If the power of attorney is signed by another person authorized by the shareholder, the power of attorney shall be notarized by a notary organ and submitted together with the original power of attorney; The power of attorney signed by the shareholder himself or the legal representative of the shareholder unit does not need to be notarized.
3. After the entrusted voting shareholders have prepared relevant documents according to the requirements of point 2 above, they shall deliver the power of attorney and relevant documents by personal delivery, registered letter or express mail within the collection time and at the address specified in this report; If registered letter or express mail is adopted, the delivery time shall be subject to the time when the company’s secretary office receives it. The designated addresses and recipients of the power of attorney and related documents delivered by the voting shareholder are as follows:
Address: secretarial Office of Shenzhen Yhlo Biotech Co.Ltd(688575) Building 1 Shenzhen Yhlo Biotech Co.Ltd(688575) biotechnology plant, Baolong Second Road, Baolong street, Longgang District, Shenzhen
Postal Code: 518100
Tel: 0755-84821649
Contact: Zhou Jianghai, Shao Yanan
Please properly seal all the documents submitted, indicate the contact number and contact person of the shareholder entrusted to vote, and indicate the words “power of attorney for public solicitation of voting rights by independent directors” in a prominent position.
(V) after the documents submitted by the entrusted voting shareholders are delivered and reviewed by the witness lawyer of the law firm, the authorized entrustment meeting all the following conditions will be confirmed as valid;
1. The power of attorney and relevant documents have been delivered to the designated place in accordance with the requirements of the collection procedure of this report;
2. Submit the power of attorney and relevant documents within the collection time;
3. The shareholders have filled in and signed the power of attorney according to the format specified in the annex to this report, and the authorized content is clear, and the relevant documents submitted are complete and effective;
4. The basic information of the shareholders submitting the power of attorney and relevant documents is consistent with the contents recorded in the register of shareholders; 5. The voting right of the solicitation matters is not entrusted to anyone other than the soliciter. If a shareholder repeatedly authorizes its voting rights on the solicitation matters to the soliciter and the contents of the authorization are different, the power of attorney signed by the shareholder last time shall be valid. If the signing time cannot be judged, the power of attorney received last shall be valid. If the order of receipt cannot be judged, the soliciter shall ask the authorized trustor for confirmation by inquiry, If the authorization content cannot be confirmed through this method, the authorization delegation is invalid;
6. After the shareholder entrusts the voting right of the solicitation to the soliciter, the shareholder may attend the meeting in person or by proxy, but has no voting right on the solicitation.
(VI) in case of the following circumstances in the confirmed valid authorization, the collector will deal with it in accordance with the following methods: 1. If the shareholder revokes the authorization of voting rights, it shall be revoked before the collector exercises the voting rights on his behalf, and the collector shall not exercise the voting rights on his behalf after revocation. If a shareholder fails to revoke the voting right before the collector exercises the voting right on his behalf, but he attends the shareholders’ meeting and independently exercises the voting right before the collector exercises the voting right on his behalf, the voting authorization shall be deemed to have been revoked, and the voting results shall be subject to the voting opinions submitted by the shareholder to the shareholders’ meeting.
2. If the shareholder intends to revoke the authorization and entrustment of the collector, please explicitly revoke the authorization and entrustment of the collector by means of written notice before the collector exercises the voting right on his behalf.
3. The shareholders shall specify their voting instructions on the solicitation matters in the power of attorney submitted, and select one of “agree”, “oppose” or “abstain” and tick “√”. If more than one is selected or not selected, the solicitor will deem its authorization invalid.
(VII) due to the particularity of soliciting voting rights, when reviewing the power of attorney, only the power of attorney submitted by the shareholders according to this announcement shall be formally reviewed, and whether the signature and seal on the power of attorney and relevant documents are indeed signed or sealed by the shareholders themselves or issued by the shareholders themselves or their authorized agents shall not be substantially reviewed. The power of attorney and relevant supporting documents that meet the formal requirements specified in this report are confirmed to be valid.
Annex: power of attorney for public solicitation of voting rights of independent directors
It is hereby announced.
Collected by: Liu Dengming January 15, 2022 Annex:
Shenzhen Yhlo Biotech Co.Ltd(688575)
Power of attorney for public solicitation of voting rights by independent directors
Shenzhen Yhlo Biotech Co.Ltd(688575) ：
I / the company, as the principal, confirm that after signing this authorization
