Stock Code: Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) stock abbreviation: Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) Announcement No.: 2022062 Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860)
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 information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) (hereinafter referred to as “the company”) held the 18th meeting of the 4th board of directors on May 20, 2022 and decided to hold the first extraordinary general meeting of shareholders in 2022 on Monday, June 6, 2022. The relevant matters of the general meeting are hereby notified as follows:
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 first extraordinary general meeting of shareholders in 2022 was deliberated and adopted at the 18th meeting of the Fourth Board of directors of the company, and the convening procedures comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents, business rules of Shenzhen Stock Exchange and the articles of association.
4. Meeting time:
(1) On site meeting time: 13:00, June 6, 2022 (Monday);
(2) Online voting time: June 6, 2022.
Among them, the specific time of online voting through the trading system of Shenzhen stock exchange is: trading time on June 6, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The specific time of voting through the Internet voting system of Shenzhen stock exchange is: 9:15-15:00 on June 6, 2022.
5. Convening method of the meeting: the shareholders’ meeting is held by combining on-site voting and online voting.
(1) On site voting: shareholders attend the on-site meeting in person or vote by authorizing others to attend the on-site meeting. (2) Online voting: the company will vote through 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 online voting time.
(3) According to the articles of association and other relevant provisions, all shareholders registered on the equity registration date of the general meeting of shareholders have the right to exercise their voting rights through the corresponding voting system, but the same share can only choose one of on-site voting, online voting or other voting methods in accordance with the provisions. In case of repeated voting of the same voting right, the first voting result shall prevail.
6. Equity registration date: May 31, 2022.
7. Attendees:
(1) At the closing of the afternoon of the equity registration day, all ordinary shareholders of the company registered in CSDCC Shenzhen Branch have the right to attend the general meeting of shareholders and can entrust a proxy in writing to attend the meeting and vote. The proxy need not be a shareholder of the company (see Annex 2 for the temsector of power of attorney) or participate in online voting during online voting time.
(2) Directors, supervisors and senior managers of the company.
(3) Witness lawyer employed by the company.
8. Venue of the on-site meeting: the company’s conference room (conference room 3, first floor, company, No. 99, jiejieling, Yinhu street, Fuyang District, Hangzhou City, Zhejiang Province).
2、 Matters to be considered at this general meeting
1. Name of the proposal submitted to the shareholders’ meeting for voting:
remarks
Proposal code proposal name the column checked
Can vote
100 total proposals: all the following proposals √
Restricted stock √ 20286000 √ about
Proposal on incentive plan (Draft) and its summary
2.00 Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) 2022 restricted stock incentive √
Proposal on the implementation of assessment management measures for incentive plan
3.00 proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive √
Case
4.00 proposal on Amending the articles of association √
Note: this proposal is a non cumulative voting proposal.
2. The above proposal has been deliberated and adopted at the 18th meeting of the 4th board of directors and the 17th meeting of the 4th board of supervisors. For details, please refer to the securities times and cninfo.com on May 21, 2022（ http://www.cn.info.com.cn. ）Company announcements on.
3. According to the relevant provisions of the company law and other laws, regulations, normative documents and the articles of association, the proposals of the general meeting of shareholders are special resolutions, which must be adopted by more than 2 / 3 of the voting rights held by the shareholders (including shareholders’ agents) participating in the general meeting of shareholders. The shareholders who intend to be the incentive object of this incentive plan and the shareholders who are related to the incentive object need to avoid voting.
4. In accordance with the relevant provisions of the guidelines for self regulation and supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the proposals of this general meeting of shareholders are major matters affecting the interests of small and medium-sized investors, and the company will vote on small and medium-sized investors separately, The results of separate vote counting will be disclosed to the public in a timely manner (small and medium-sized investors refer to other shareholders except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company).
5. According to the measures for the administration of equity incentive of listed companies, when a listed company holds a general meeting of shareholders to review the equity incentive plan, independent directors shall solicit entrusted voting rights from all shareholders on the equity incentive plan. Mr. Zeng Ronghui, the independent director of the company, as the soliciter, solicited the entrusted voting rights from all shareholders of the company for the above proposals considered at the general meeting of shareholders. For details, please refer to the company’s website on the same day（ http://www.cn.info.com.cn./ ）Disclosed report on public solicitation of entrusted voting rights by Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) independent directors.
3、 Meeting registration items
1. Registration time: June 1, 2022 (9:00-11:00 a.m. and 13:00-15:00 p.m.)
2. Registration method:
(1) Registration of natural person shareholders: natural person shareholders must register with their valid ID card and shareholding certificate; If an agent is entrusted to attend the meeting, it shall register with a copy of the principal’s valid ID card, power of attorney, shareholding certificate and the agent’s valid ID card.
(2) Registration of legal person shareholders: if the legal person shareholders are represented at the meeting by the legal representative, they need to register with the copy of business license (stamped with official seal), certificate of legal representative, ID card of legal representative and shareholding certificate; If the entrusted agent attends the meeting, it shall register with a copy of business license (with official seal), certificate of legal representative, copy of legal representative’s ID card, power of attorney, shareholding certificate and agent’s ID card.
(3) Non local shareholders can register by written letter, fax or e-mail. The registration of non local shareholders’ written letter shall be subject to the date of local postmark.
(4) The company does not accept telephone registration.
3. Place of meeting registration: Securities Department of the company (No. 99, jiejieling, Yinhu street, Fuyang District, Hangzhou, Zhejiang)
4. Meeting contact information
Contact: Securities Department of the company
Tel.: 057163413898
Fax No.: 057163413898 / 63410816
Email: [email protected].
5. The board and lodging expenses and transportation expenses of the shareholders attending the meeting shall be borne by themselves
6. In view of the need of epidemic prevention, those who attend the on-site meeting shall do a good job in health screening and protection, in line with the timely requirements of the company’s location
According to the covid-19 epidemic prevention requirements issued, shareholders and their agents who do not meet the epidemic prevention requirements will not be able to enter the meeting site; It is suggested that shareholders have priority to participate in this meeting through online voting.
4、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide shareholders with an online voting platform. Shareholders can vote through the trading system of Shenzhen Stock Exchange and the Internet voting system (address: http://wltp.cn.info.com.cn. ）See Annex 1 for the specific operation process of online voting.
5、 Documents for future reference
1. Resolutions of the 18th meeting of the 4th board of directors of the company;
2. Resolution of the 17th meeting of the 4th board of supervisors of the company.
It is hereby announced.
Attachment: 1. Specific operation process of participating in online voting;
2. Power of attorney.
Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) board of directors may 20, 2022 Annex 1:
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 “362860”, and the voting abbreviation is “xingshuai voting”.
2. Proposal voting opinions
Fill in the voting opinions: agree, disagree and abstain.
3. When shareholders vote on the general proposal, they are deemed to express the same opinions on all proposals.
When shareholders vote repeatedly on the general proposal and specific proposal, the first valid vote shall prevail. If the shareholder votes 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 opinion of the general proposal shall prevail. 2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: trading time on June 6, 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 9:15-15:00 on June 6, 2022 (the day of the on-site shareholders’ meeting).
2. For online voting through the Internet voting system, shareholders need to handle identity authentication in accordance with the provisions of the guidelines for online investor service identity authentication business 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. Shareholders can log in according to the service password or digital certificate obtained http://wltp.cn.info.com.cn. Vote through the Internet voting system of Shenzhen Stock Exchange within the specified time.
Annex 2:
Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860)
Power of attorney of the first extraordinary general meeting of shareholders in 2022
I hereby authorize Mr. (Ms.) to attend the first extraordinary general meeting of shareholders in Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) 2022 on behalf of my company (individual), exercise the voting right on all proposals considered at the meeting in accordance with the instructions of this power of attorney, and sign the relevant documents to be signed at the meeting on behalf of me. Voting opinions of the company / myself on the proposal of the general meeting of shareholders:
Voting
Name of proposal: agree to oppose abstention
code
About Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) 2022
1.00 restricted stock incentive plan (Draft) and its summary
Proposal
About Hangzhou Star Shuaier Electric Appliance Co.Ltd(002860) 2
