Securities abbreviation: Chongqing Changan Automobile Company Limited(000625) (Chang’an b) securities code: Chongqing Changan Automobile Company Limited(000625) (200625) Announcement No.: 202241 Chongqing Changan Automobile Company Limited(000625)
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.
Chongqing Changan Automobile Company Limited(000625) the 2021 annual general meeting of shareholders is scheduled to be held on June 15, 2022 by combining on-site voting and online voting. The relevant matters are hereby notified as follows:
1、 Basic information of the meeting
1. Session of the general meeting of shareholders: Chongqing Changan Automobile Company Limited(000625) 2021 annual general meeting of shareholders.
2. Convener of the general meeting of shareholders: the board of directors of the company.
3. Legality and compliance of the meeting: the 38th meeting of the 8th board of directors of the company deliberated and approved that the 2021 annual general meeting of shareholders of the company is to be held at a selected time by combining on-site voting and online voting before June 30, 2022. The board of directors authorized chairman Zhu Huarong to decide on the time, place, agenda and other specific matters of the annual general meeting of shareholders. The relevant matters of the general meeting of shareholders shall be determined by the chairman, and the convening procedures shall comply with the relevant provisions of the company law and the articles of association.
4. Date and time of the meeting
On site meeting time: from 2:30 pm on June 15, 2022.
Online voting time: June 15, 2022. Among them, 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 June 15, 2022; The specific time for voting through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on June 15, 2022.
5. Convening method of the meeting: the combination of on-site voting and online voting is adopted. The company will provide the shareholders of the company with online voting platform through the trading system of Shenzhen Stock Exchange and Internet voting system (h t TP: / / WL TP. C Ni NF O. com. C n). The shareholders of the company can exercise their voting rights through the above system during online voting time. Shareholders of the company shall choose one way of on-site voting or online voting. In case of repeated voting of the same voting right, the first voting result shall prevail.
6. Equity registration date of the meeting: June 8, 2022.
B-share shareholders should buy the company’s shares on or earlier than June 2, 2022 (the last trading day for B-share shareholders to attend the meeting).
7. Attendees:
(1) At the closing of the market on the afternoon of June 8, 2022, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders. Shareholders who are unable to attend the meeting for some reason may entrust a proxy in writing to attend the meeting and vote (see Annex II for the power of attorney);
(2) Directors, supervisors and senior managers of the company;
(3) Witness lawyer employed by the company.
8. Venue: room 2810, building T2, No. 2, financial city, No. 61, dongshengmen Road, Jiangbei District, Chongqing.
2、 Matters considered at the meeting
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting 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 full text and summary of 2021 annual report √
4. Zoje Resources Investment Co.Ltd(002021) financial final accounts and 2022 financial budget description √
5.00 profit distribution plan for 2021 √
6.00 forecast of daily connected transactions in 2022 √
7.00 on signing financial services √ with Ordnance Equipment Group Finance Co., Ltd
Proposal of the agreement
8.00 √ on signing the financial service agreement with Chongqing Changan Automobile Company Limited(000625) Finance Co., Ltd
bill
9.00 appointment of 2022 annual financial report auditor and internal control report auditor √
10.00 proposal on Amending the articles of association √
11.00 proposal on adjusting and changing the purpose of some raised funds √
Cumulative voting proposal (using equal voting, fill in the number of election votes cast for candidates)
12.00 number of candidates for the proposal on the change of independent directors (4)
12.01 elect Mr. Li Keqiang as an independent director of the 8th board of directors √
12.02 elect Mr. Ding Wei as an independent director of the 8th board of directors √
12.03 elect Mr. Tang Guliang as an independent director of the 8th board of directors √
12.04 elect Mr. Zhang Ying as an independent director of the 8th board of directors √
The above-mentioned proposals have been deliberated and adopted at the 38th and 40th meetings of the 8th board of directors and the 16th meeting of the 8th board of supervisors of the company. For details, see the company’s securities times, China Securities News, Shanghai Securities News, Securities Daily, Hong Kong business daily and cninfo.com on April 28 and May 21, 2022( http://www.cn.info.com.cn. )The announcement on the resolutions of the 38th meeting of the 8th board of directors, the 40th meeting of the 8th board of directors and the 16th meeting of the 8th board of supervisors disclosed.
The above proposal will count and disclose the votes of small and medium-sized investors separately.
Proposals 6, 7 and 8 belong to related party transactions. The related shareholder China Ordnance Equipment Group Co., Ltd. and its persons acting in concert who have an interest in the transaction will give up the right to vote on the proposal at the general meeting of shareholders.
Proposal 10 is a special resolution, which shall be adopted by more than two-thirds of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders.
The 12th proposal is to elect four independent directors by cumulative voting. The number of voting votes owned by shareholders is the number of shares with voting rights multiplied by the number of candidates to be elected. Shareholders can arbitrarily distribute the number of voting votes among candidates within the limit of the number of candidates to be elected (zero votes can be cast), but the total number shall not exceed the number of voting votes they have. The qualification and independence of independent director candidates shall be filed and reviewed by Shenzhen Stock Exchange, and the shareholders’ meeting can vote only if there is no objection.
In addition, the 2021 annual general meeting of shareholders of the company will also hear the 2021 annual work report of independent directors of the company.
3、 Meeting registration and other matters
1. Registration method: local shareholders can register directly at the office of the board of directors of the company, and non local shareholders can register by letter or fax. All shareholders are requested to submit their ID card or certificate of legal entity, securities account card and shareholding certificate. The authorized agent shall submit their ID card, authorized person’s securities account card, copy of ID card, shareholding certificate and power of attorney to go through the registration formalities.
2. Registration time: before 5:30 pm on June 10, 2022.
3. Registration place: Chongqing Changan Automobile Company Limited(000625) board office.
4. Requirements for submission of documents during registration and voting of corporate shareholders and shareholders of social public shares meeting the above conditions:
(1) The legal person shareholder shall be represented by the legal representative or the agent entrusted by the legal representative. If the legal representative attends the meeting, he / she shall present his / her ID card, certificate of legal representative and certificate of shareholding. If a legal person shareholder entrusts an agent to attend, the agent shall present his ID card, the power of attorney issued by the legal representative of the legal person shareholder unit according to law and the shareholding certificate;
(2) If an individual shareholder attends the meeting, he / she shall show his / her ID card and shareholding certificate. If an individual shareholder entrusts an agent to attend the meeting, the agent shall produce his own ID card, a copy of the principal’s ID card, a power of attorney and a certificate of shareholding;
(3) If the investors of margin trading and securities lending attend the meeting, they shall hold the business license of the securities company related to margin trading and securities lending, the certificate of securities account and the power of attorney issued to the shareholders; If the shareholder is an individual, he shall also hold his own ID card or other valid documents that can indicate his identity; If the shareholder is a legal person, it shall also hold the business license of the unit, the ID card of the participants, the power of attorney issued by the legal representative of the unit and the certificate of legal representative.
5. Contact information of the meeting:
(1) Contact: Zhang Deyong, Li Jun
(2) Contact address: Office of board of directors Chongqing Changan Automobile Company Limited(000625) of building T2, No. 61, dongshengmen Road, Jiangbei District, Chongqing
(3) Tel: (86) 02367594008
(4) Contact Fax: (86) 02367866055
(5) Email: [email protected].
6. Meeting expenses: the accommodation and transportation expenses of shareholders attending the meeting shall be borne by themselves, and the meeting period shall be half a day.
4、 Specific operation process of participating in online voting
For the proposal considered at this shareholders’ meeting, the company will provide all shareholders with an online voting platform through the trading system and Internet voting system of Shenzhen Stock Exchange (HT TP: / / W LTP. C Ni NF O. co M.C n). Shareholders of the company can participate in online voting through the trading system or Internet voting system (see Annex I for the contents and formats related to specific operations when participating in online voting).
5、 Documents for future reference
1. Resolution of the 38th meeting of the 8th board of directors of the company
2. Resolutions of the 40th meeting of the 8th board of directors of the company
3. Resolutions of the 16th meeting of the 8th board of supervisors of the company
6、 Epidemic prevention and control requirements
1. In recent 14 days, shareholders who have medium and high-risk areas in China and their cities, as well as new (within recent 14 days) local epidemic areas and their cities cannot attend the meeting on site. It is suggested to exercise shareholders’ rights by online voting.
2. Shareholders who have a history of low-risk residence outside Chongqing in recent 14 days need to receive two nucleic acid test reports within three days after Chongqing (the interval between the two tests should be more than 24 hours). Shareholders who have no history of living abroad in Chongqing in recent 14 days need to hold Yukang code and itinerary code to attend the meeting on site.
3. Wear masks throughout the meeting.
4. All shareholders attending the meeting shall sign the letter of commitment for epidemic prevention on site.
5. The epidemic prevention policy will be adjusted immediately according to the actual situation.
The board of directors of Chongqing Chongqing Changan Automobile Company Limited(000625) Co., Ltd. May 21, 2022 Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation: 360625, “Chang’an voting”
2. Fill in the voting opinions or election votes.
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
For cumulative voting proposals, fill in the number of election votes cast for a candidate. The shareholders of the 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 the shareholders exceeds the number of election votes they have, or if the number of votes cast by the shareholders exceeds the number of votes to be elected in the differential election, the 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