Gem Co.Ltd(002340) : announcement of the resolution of the 2021 annual general meeting of shareholders

Securities code: Gem Co.Ltd(002340) securities abbreviation: Gem Co.Ltd(002340) Announcement No.: 2022058 Gem Co.Ltd(002340)

Announcement of resolutions of 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. Special tips:

1. The shareholders’ meeting did not veto the proposal.

2. This shareholders’ meeting does not involve changing the resolutions adopted at previous shareholders’ meetings.

3. The shareholders’ meeting adopts the combination of on-site voting and online voting.

1、 Convening and attendance of the meeting

1. Meetings held

(1) Convener: Board of directors

(2) Meeting time

On site meeting time: 10:00 am, May 20, 2022

Online voting time: May 20, 2022 – May 20, 2022. Among them, the specific time of online voting through the trading system of Shenzhen stock exchange is 9:15 to 9:25 a.m., 9:30 to 11:30 p.m. and 13:00 to 15:00 p.m. on May 20, 2022; The specific time of voting through the Internet of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on May 20, 2022.

(3) Moderator: Mr. Xu Kaihua

(4) Venue of on-site meeting: Gem Co.Ltd(002340) conference room (20 / F, block a, Rongchao Binhai building, haixiu Road, Bao’an District, Shenzhen)

(5) Holding method: the combination of on-site holding and online voting

(6) The notice and relevant documents of this meeting were published in China Securities Journal, securities times, Shanghai Securities News, securities daily and cninfo.com on April 28, 2022( http://www.cn.info.com.cn. )Come on. The convening, convening and voting procedures of this meeting comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange, the articles of association and other laws, regulations and normative documents.

2. Attendance at the meeting

115 shareholders voted on the spot and online, representing 678741800 shares, accounting for 141892% of the total shares of the listed company. A total of 15 shareholders and shareholder representatives attended the on-site meeting, representing 460202604 shares, accounting for 9.6206% of the total shares of the listed company; A total of 100 shareholders voted online, representing 218539196 shares, accounting for 4.5686% of the total shares of the listed company. A total of 106 minority shareholders and authorized agents of shareholders attended and participated in online voting, representing 219008096 shares, accounting for 4.5784% of the total shares of the company. Among them, there are 6 shareholders voting on site, representing 468900 shares, accounting for 0.0098% of the total shares of the listed company. 100 shareholders voted online, representing 218539196 shares, accounting for 4.5686% of the total shares of the listed company.

3. All directors, some supervisors and the Secretary of the board of directors of the company attended the shareholders’ meeting, and some other senior managers and witness lawyers attended the on-site meeting of the shareholders’ meeting.

2、 Deliberation and voting of proposals

The meeting considered and adopted the following proposals by means of on-site open ballot and online voting:

1. Deliberated and adopted the work report of the board of directors in 2021;

Voting results: 676666277 shares were approved, accounting for 996942% of the shares held by all shareholders attending the meeting; Against 1539639 shares, accounting for 0.2268% of the shares held by all shareholders attending the meeting; 535884 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0790% of the shares held by all shareholders attending the meeting.

Among them, the voting situation of minority shareholders is: 216932573 shares are agreed, accounting for 990523% of the shares held by minority shareholders attending the meeting; Against 1539639 shares, accounting for 0.7030% of the shares held by minority shareholders attending the meeting; 535884 shares were abstained (of which 0 shares were abstained due to non voting), accounting for 0.2447% of the shares held by minority shareholders attending the meeting.

2. Deliberated and adopted the work report of the board of supervisors in 2021;

Voting results: 676666577 shares were approved, accounting for 996943% of the shares held by all shareholders attending the meeting; Among them, due to non voting, default abstention (0 shares), accounting for 0.0789% of the shares held by all shareholders attending the meeting.

Among them, the voting situation of minority shareholders is: 216932873 shares are agreed, accounting for 990524% of the shares held by minority shareholders attending the meeting; Against 1539639 shares, accounting for 0.7030% of the shares held by minority shareholders attending the meeting; 535584 shares were abstained (of which 0 shares were abstained due to non voting), accounting for 0.2446% of the shares held by minority shareholders attending the meeting.

3. The full text of the 2021 annual report was considered and adopted;

Voting results: 676660801 shares were approved, accounting for 996934% of the shares held by all shareholders attending the meeting; Against 1545415 shares, accounting for 0.2277% of the shares held by all shareholders attending the meeting; 535584 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0789% of the shares held by all shareholders attending the meeting.

Among them, the voting situation of minority shareholders is: 216927097 shares are agreed, accounting for 990498% of the shares held by minority shareholders attending the meeting; Against 1545415 shares, accounting for 0.7056% of the shares held by minority shareholders attending the meeting; 535584 shares were abstained (of which 0 shares were abstained due to non voting), accounting for 0.2446% of the shares held by minority shareholders attending the meeting.

4. Deliberated and adopted the financial final accounts report of 2021;

Voting results: 676660501 shares were approved, accounting for 996934% of the shares held by all shareholders attending the meeting; Against 1545415 shares, accounting for 0.2277% of the shares held by all shareholders attending the meeting; 535884 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0790% of the shares held by all shareholders attending the meeting.

Among them, the voting situation of minority shareholders is: 216926797 shares are agreed, accounting for 990497% of the shares held by minority shareholders attending the meeting; Against 1545415 shares, accounting for 0.7056% of the shares held by minority shareholders attending the meeting; 535884 shares were abstained (of which 0 shares were abstained due to non voting), accounting for 0.2447% of the shares held by minority shareholders attending the meeting.

5. The proposal on the profit distribution plan for 2021 was reviewed and approved;

Voting results: 677060981 shares were approved, accounting for 997524% of the shares held by all shareholders attending the meeting; Against 1620819 shares, accounting for 0.2388% of the shares held by all shareholders attending the meeting; 60000 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0088% of the shares held by all shareholders attending the meeting.

Among them, the voting situation of minority shareholders is: 217327277 shares are approved, accounting for 992325% of the shares held by minority shareholders attending the meeting; Against 1620819 shares, accounting for 0.7401% of the shares held by minority shareholders attending the meeting; 60000 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0274% of the shares held by minority shareholders attending the meeting.

This proposal is a special resolution, which has been adopted by more than two-thirds of the effective voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.

6. The proposal on the special report on the deposit and use of raised funds in 2021 was reviewed and approved; Voting results: 676666577 shares were approved, accounting for 996943% of the shares held by all shareholders attending the meeting; Against 1539639 shares, accounting for 0.2268% of the shares held by all shareholders attending the meeting; 535584 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0789% of the shares held by all shareholders attending the meeting.

Among them, the voting situation of minority shareholders is: 216932873 shares are agreed, accounting for 990524% of the shares held by minority shareholders attending the meeting; Against 1539639 shares, accounting for 0.7030% of the shares held by minority shareholders attending the meeting; 535584 shares were abstained (of which 0 shares were abstained due to non voting), accounting for 0.2446% of the shares held by minority shareholders attending the meeting.

7. The proposal on the renewal of the employment of financial institutions in 2022 was reviewed and approved;

Voting results: 676520477 shares were approved, accounting for 996727% of the shares held by all shareholders attending the meeting; Against 1685439 shares, accounting for 0.2483% of the shares held by all shareholders attending the meeting; 535884 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0790% of the shares held by all shareholders attending the meeting.

Among them, the voting situation of minority shareholders is: 216786773 shares are agreed, accounting for 989857% of the shares held by minority shareholders attending the meeting; Against 1685439 shares, accounting for 0.7696% of the shares held by minority shareholders attending the meeting; 535884 shares were abstained (of which 0 shares were abstained due to non voting), accounting for 0.2447% of the shares held by minority shareholders attending the meeting.

8. Reviewed and approved the shareholder return plan for the next three years (20222024);

Voting results: 677066757 shares were approved, accounting for 997532% of the shares held by all shareholders attending the meeting; Against 1613543 shares, accounting for 0.2377% of the shares held by all shareholders attending the meeting; 61500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0091% of the shares held by all shareholders attending the meeting.

Among them, the voting of minority shareholders is: 217333053 shares are agreed, accounting for 992352% of the shares held by minority shareholders attending the meeting; Against 1613543 shares, accounting for 0.7368% of the shares held by minority shareholders attending the meeting; 61500 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0281% of the shares held by minority shareholders attending the meeting.

3、 Report of independent directors

The independent directors of the company reported on their work at the annual general meeting of shareholders. See cninfo.com for the report of independent directors in 2021( http://www.cn.info.com.cn. )。

4、 Legal opinions issued by lawyers

Lawyer Dai Yi and Lawyer Chen Xiaoxuan of Guangdong Junxin law firm issued a legal opinion on the meeting. They believe that the convening and convening procedures of the general meeting of shareholders comply with the provisions of the company law, the securities law, the rules for the general meeting of shareholders of listed companies and other laws, regulations, normative documents and the articles of association of the company. The qualifications of the participants and conveners of the general meeting of shareholders are legal and effective, The voting procedures and results of this general meeting of shareholders are legal and effective.

5、 Documents for future reference

1. The resolution of the annual general meeting of shareholders of Gem Co.Ltd(002340) 2021 signed and confirmed by the attending directors and stamped with the seal of the board of directors;

2. Legal opinion issued by Guangdong Junxin law firm.

It is hereby announced

Gem Co.Ltd(002340) board of directors

May 20, 2002

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