Securities code: Will Semiconductor Co.Ltd.Shanghai(603501) securities abbreviation: Will Semiconductor Co.Ltd.Shanghai(603501) Announcement No.: 2022061 convertible bond Code: 113616 convertible bond abbreviation: Weill convertible bond
Will Semiconductor Co.Ltd.Shanghai(603501)
Notice on convening the third extraordinary general meeting of shareholders in 2022
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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Important content tips:
Date of shareholders’ meeting: June 8, 2022
The online voting system adopted for the general meeting of shareholders: the online voting system of the general meeting of shareholders of Shanghai Stock Exchange
In order to cooperate with the epidemic prevention and control work, protect the health and safety of shareholders, shareholders’ agents and other participants, reduce personnel gathering, and protect the legitimate rights and interests of shareholders according to law, combined with the relevant regulatory policies of Shanghai Stock Exchange, this shareholders’ meeting was held by means of communication.
1、 Basic information of the meeting
（1） Type and session of general meeting of shareholders
The third extraordinary general meeting of shareholders in 2022
（2） Convener of general meeting of shareholders: Board of directors
（3） Voting method: the voting method adopted at this shareholders’ meeting is a combination of communication voting and online voting
（4） Date, time and place of site meeting
Date and time of the meeting: 14:00 on June 8, 2022
Venue: in view of the requirements of epidemic prevention and control, this shareholders’ meeting is an online meeting (the company will provide meeting access to successfully registered shareholders and shareholders’ agents).
（5） Start and end date of voting system.
Online voting system: online voting system for shareholders’ meeting of Shanghai Stock Exchange
Starting and ending time of online voting: from June 8, 2022
To June 8, 2022
The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 9:15-9:25, 9:30-11:30, 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.
（6） The voting procedures of margin trading, refinancing, agreed repurchasing business accounts and Shanghai Stock connect Investors Involving margin trading, refinancing business, agreed repurchasing business accounts and the voting of Shanghai Stock connect investors shall be implemented in accordance with the relevant provisions of the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 – standardized operation.
（7） Involving public solicitation of shareholders’ voting rights
nothing
2、 Matters considered at the meeting
The types of proposals and voting shareholders deliberated at the general meeting of shareholders
Voting shareholder type serial number proposal name
A-share shareholders
Non cumulative voting motion
1. On the increase of Ingenic Semiconductor Co.Ltd(300223) shares held by wholly-owned enterprises of the company √
Proposal on votes and related party transactions
1. Time and media of disclosure of each proposal
Proposal 1 has been deliberated and adopted at the 59th meeting of the 5th board of directors of the company, and relevant announcements have been published in China Securities Journal, Shanghai Securities News, securities times, securities daily and the website of Shanghai Stock Exchange (www.sse. Com. CN) on the same day.
2. Special resolution: None
3. Proposal on separate vote counting for small and medium-sized investors: 1
4. Proposals involving related shareholders’ avoidance of voting: 1
Name of affiliated shareholders who should avoid voting: affiliated shareholders who meet the provisions of article 6.3.9 of the stock listing rules of Shanghai Stock Exchange will avoid voting if they attend the general meeting of shareholders.
5. Proposals involving the voting of preferred shareholders: None
3、 Precautions for voting at the general meeting of shareholders
（1） If the shareholders of the company exercise their voting rights through the online voting system of the general meeting of shareholders of Shanghai Stock Exchange, they can either log in to the voting platform of the trading system (through the trading terminal of the securities company designated for trading) or log in to the Internet voting platform (website: vote. Sseinfo. Com) Vote. For the first time to log in to the Internet voting platform to vote, investors need to complete shareholder identity authentication. Please refer to the instructions on the website of the Internet voting platform for specific operations.
（2） Shareholders exercise their voting rights through the online voting system of the general meeting of shareholders of Shanghai Stock Exchange. If they have multiple shareholder accounts, they can use any shareholder account holding the company’s shares to participate in online voting. After voting, it shall be deemed that all ordinary shares of the same class or preferred shares of the same variety under their shareholder accounts have voted for the same opinion respectively.
（3） If the same voting right is voted repeatedly through online conference, online voting platform of the exchange or other means, the first voting result shall prevail.
（4） Shareholders can submit all proposals only after voting.
4、 Meeting attendees
（1） After the closing of the stock market on the equity registration date, the shareholders of the company registered in Shanghai Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders (see the table below for details), and can entrust agents to attend the meeting and vote in writing. The agent need not be a shareholder of the company.
Stock category Stock Code Stock abbreviation equity registration date
A shares Will Semiconductor Co.Ltd.Shanghai(603501) Will Semiconductor Co.Ltd.Shanghai(603501) 2022 / 5 / 30
（2） Directors, supervisors and senior managers of the company.
（3） A lawyer employed by the company.
（4） Other personnel
5、 Meeting registration method
(I) registration materials
1. If individual shareholders attend in person, they shall show their ID card or other valid certificates or certificates that can indicate their identity and stock account card; Those who entrust others to attend the meeting shall show their valid ID card and power of attorney of shareholders.
2. If the legal person shareholder attends the meeting, the legal representative, the executive partner or the agent entrusted by the legal representative and the executive partner shall attend the meeting. If the legal representative or executive partner attends the meeting, he / she shall show his / her ID card and valid certificate proving his / her qualification as legal representative or executive partner; If an agent is entrusted to attend the meeting, the agent shall present his ID card, the written power of attorney issued by the legal representative of the legal person shareholder unit and the executive partner according to law.
(II) registered shareholders or their agents may send relevant materials to the company’s email in the form of scanned copies for written registration. The company does not accept telephone registration.
(III) registration time: 9:30-17:30, June 1, 2022
(IV) registration method: [email protected].
6、 Other matters
(I) contact information
Address: 7th floor, East, No. 88, Shangke Road, Zhangjiang, Pudong New Area, Shanghai
Postal Code: 201210
Contact: Ren Bing
Tel: 02150805043
Fax: 02150152760
Email: [email protected].
(II) the format of power of attorney is shown in the annex.
(III) special reminder
1. In order to cooperate with the current arrangements for epidemic prevention and control, the company recommends that all shareholders and shareholders’ agents attend the meeting through online voting as far as possible.
2. Shareholders and their proxies who fail to complete the registration within the above-mentioned registration time will not be able to access the general meeting of shareholders by means of communication, but can still participate in the general meeting of shareholders by means of online voting. The company will provide the successfully registered shareholders and shareholders’ agents with access to the meeting by means of communication. Please do not share the access information with other third parties.
It is hereby announced.
Will Semiconductor Co.Ltd.Shanghai(603501) board of directors may 23, 2022 Annex 1: power of attorney
Annex 1: power of attorney
Power of attorney
Will Semiconductor Co.Ltd.Shanghai(603501) ：
I hereby entrust Mr. (Ms.) to attend the third extraordinary general meeting of shareholders of your company in 2022 held on June 8, 2022 on behalf of my unit (or myself) and exercise voting rights on behalf of me.
Number of ordinary shares held by the trustor:
Number of preferred shares held by the client:
Client’s shareholder Account No.:
No. name of non cumulative voting proposal agree against abstain
1. On the increase of Ingenic Semiconductor Co.Ltd(300223) integrated circuits held by wholly-owned enterprises of the company
Proposal on stock and related party transactions of joint stock limited companies
Signature (seal) of the trustor: signature of the trustee:
ID number of the trustor: ID number of the trustee:
Date of entrustment: mm / DD / yy
remarks:
The trustor shall choose one of the “agree”, “oppose” or “abstain” intentions in the power of attorney and tick “√”. If the trustor fails to give specific instructions in the power of attorney, the trustee has the right to vote according to its own wishes.
