Securities code: 300530 securities abbreviation: * ST Dazhi Announcement No.: 2022-016 Hunan Lingpai Dazhi Technology Co., Ltd
Proposal on adding temporary shareholders’ meeting in 2022
Announcement of supplementary notice on convening the second 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.
Hunan Lingpai Dazhi Technology Co., Ltd. (hereinafter referred to as “the company”) disclosed the notice on convening the second extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-011) on cninfo.com on January 13, 2022. The company is scheduled to hold the second extraordinary general meeting of shareholders in 2022 on Friday, January 28, 2022, For details, see the relevant announcements issued by the company on cninfo.com.
On January 17, 2022, the third meeting of the Fifth Board of directors of the company deliberated and approved the proposal on signing the confirmation of leased assets and related party transactions by the wholly-owned subsidiary of the company, which needs to be submitted to the general meeting of shareholders of the company for deliberation.
On January 17, 2022, the board of directors of the company received the letter on increasing the temporary proposal for the second extraordinary general meeting of shareholders of Hunan lingpaidazhi Technology Co., Ltd. in 2022 submitted by Hunan hengpa power partnership (limited partnership), a shareholder holding more than 3% of the company’s shares. In order to improve the review efficiency and reduce the cost of the meeting, Hunan hengpa power partnership (limited partnership) proposes that the company’s second extraordinary general meeting in 2022 increase the review of the proposal on signing the confirmation of leased assets and related party transactions by the company’s wholly-owned subsidiaries. According to the relevant provisions of the company law of the people’s Republic of China: “Shareholders who individually or jointly hold more than 3% of the company’s shares may put forward an interim proposal and submit it to the board of directors in writing ten days before the shareholders’ meeting is held; the board of directors shall notify other shareholders within two days after receiving the proposal and submit the interim proposal to the shareholders’ meeting for deliberation. The contents of the interim proposal shall fall within the scope of functions and powers of the shareholders’ meeting, with clear topics and specific requirements Resolution matters. “
The board of directors of the company believes that as of the date of this announcement, Hunan hengpa power partnership (limited partnership) holds 47365711 shares of the company, accounting for 29.95% of the total share capital of the company. The above-mentioned interim proposals fall within the scope of authority of the general meeting of shareholders, have clear topics and specific resolutions, comply with relevant laws and regulations and the articles of association, and agree to submit the above-mentioned interim proposals to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation. In addition to the above, the matters listed in the notice on convening the second extraordinary general meeting of shareholders in 2022 disclosed by the company on January 13, 2022 have not changed. The supplementary notice on relevant matters of convening the second extraordinary general meeting of shareholders in 2022 is as follows:
1、 Basic information of the meeting
1. Session: the second extraordinary general meeting of shareholders in 2022
2. Convener: Board of directors
3. Legality and compliance of the meeting: the convening of the shareholders’ meeting complies with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange on the gem and other relevant laws and regulations, the business rules of Shenzhen Stock Exchange and the articles of association of Hunan lingpaidazhi Technology Co., Ltd.
4. Meeting time:
On site meeting time: 15:30, Friday, January 28, 2022.
Online voting time: the specific time of online voting through the trading system of Shenzhen stock exchange is: trading time on January 28, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The specific time for voting through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on January 28, 2022.
5. Meeting mode: combination of on-site voting and online voting
(1) On site voting: including shareholders attending in person and authorizing others to attend by filling in the power of attorney. (2) Online voting: the company will provide all shareholders with an online voting platform through the trading system and Internet voting system of Shenzhen Stock Exchange. Shareholders can exercise their voting rights through the above system during online voting time.
All shareholders registered on the equity registration date of the general meeting of shareholders have the right to exercise their voting rights through corresponding voting methods. Shareholders shall choose one method of on-site voting and online voting. If there is repeated voting for the same voting right, the first voting result shall prevail.
6. Equity registration date: January 21, 2022 (Friday)
7. Meeting attendees
(1) As of 15:00 p.m. on Friday, January 21, 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, and can entrust an agent to attend the meeting and vote in writing. The shareholder agent does not have to be a shareholder of the company.
(2) All directors, supervisors, senior managers and other personnel approved by the board of directors of the company.
(3) Witness lawyers and other relevant personnel employed by the company.
8. Venue: 17th floor, Chuangxing Valley mobile Internet Industrial Park, the intersection of Hengzhou Avenue and Zhengshui South Road, Zhengxiang District, Hengyang City ( China Petroleum & Chemical Corporation(600028) next to Xingda station)
2、 Matters considered at the meeting
1. Proposal on by election of independent directors of the 5th board of directors of the company
2. Proposal on Amending the articles of Association
3. Proposal on signing “confirmation of leased assets” and related party transactions by wholly-owned subsidiaries of the company
Proposals 1-2 have been deliberated and approved at the second meeting of the Fifth Board of directors, and proposal 3 has been deliberated and approved at the third meeting of the Fifth Board of directors. For details, see the relevant announcements disclosed by the company on cninfo.com. 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.
Proposal 2 is a special resolution proposal, which must be passed by more than 2 / 3 of the voting rights held by shareholders (including shareholders’ agents) participating in the general meeting of shareholders. If proposal 3 involves related party transactions, related shareholders will avoid voting and cannot accept the entrustment of other shareholders to vote on the proposal.
The above proposal will separately count and disclose the votes of small and medium-sized investors (small and medium-sized investors refer to shareholders other than directors, supervisors, senior managers and shareholders individually or jointly holding more than 5% of the shares of the listed company).
3、 Proposal code
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 on by election of independent directors of the 5th board of directors of the company √
Proposal for
2.00 proposal on Amending the articles of association √
3.00 confirmation on signing < leased assets by wholly owned subsidiaries of the company √
Proposal on subscription and related party transactions
4、 Meeting registration and other matters
1. Registration method
(1) Legal person shareholders shall be registered by their legal representative with the copy of legal person business license stamped with the official seal, the copy of shareholder account card or effective shareholding certificate and the copy of their own ID card; If the legal representative is not present, the agent shall register with the company with a copy of the legal person’s business license stamped with the official seal, a power of attorney (format attached), a copy of the shareholder’s account card and a copy of his own ID card.
(2) A natural person shareholder shall register with the company with a copy of the shareholder’s account card and his / her ID card; If an agent is entrusted to attend the meeting, the agent shall register with the company with a copy of the shareholder’s account card, a power of attorney (format attached) and a copy of his own ID card.
(3) If the shareholder is QFII, the registration formalities shall be handled with the copy of QFII certificate, power of attorney, copy of shareholder account card and trustee’s ID card.
(4) Non local shareholders may register by letter or fax before the registration deadline (copies of relevant certificates shall be provided). The letter and fax shall be subject to the receipt of the company within the registration time.
2. Registration time: 9:00-11:30 a.m. and 13:30-16:00 p.m. on January 25, 2022.
3. Place of registration and place of delivery of power of attorney: the office of the Secretary of the board of directors on the 17th floor of Chuangxing Valley mobile Internet Industrial Park ( China Petroleum & Chemical Corporation(600028) gas station next to Xingda station), the intersection of Hengzhou Avenue and Zhengshui South Road, Zhengxiang District, Hengyang City. Please indicate the words “general meeting” in the letter, postcode: 421200.
4. Precautions
(1) Shareholders and shareholders’ agents attending the on-site meeting shall bring the original of relevant certificates to the venue half an hour before the meeting, and those who fail to make an appointment according to the registration method of the meeting are not allowed to attend.
(2) The company does not accept telephone registration.
5、 Specific operation process of participating in online voting
The general meeting of shareholders provides shareholders with a voting platform in the form of network. Shareholders can vote through the trading system and Internet voting system of Shenzhen Stock Exchange (website: http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process of online voting.
6、 Other matters
1. The shareholders participating in the on-site voting shall bear their own accommodation and transportation expenses
2. A shareholder’s agent need not be a shareholder of the company
3. Contact: Zhang Xuewen
4. Tel: 0734-8813813
5. Contact address: 17 / F, Chuangxing Valley mobile Internet Industrial Park ( China Petroleum & Chemical Corporation(600028) next to Xingda station), Hengzhou Avenue and Zhengshui South Road, Zhengxiang District, Hengyang City 6. Hunan lingpaidazhi Technology Co., Ltd. Fax: 0734-8813813
7. Post code: 421200
7、 Documents for future reference
1. Resolution of the second meeting of the 5th board of directors
2. Resolution of the 3rd meeting of the 5th board of directors
3. Letter on increasing the temporary proposal of the second extraordinary general meeting of shareholders of Hunan Lingpai Dazhi Technology Co., Ltd. in 2022 issued by Hunan hengpa power partnership (limited partnership)
It is hereby announced.
The board of directors of Hunan Lingpai Dazhi Technology Co., Ltd. January 18, 2022 Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code and voting abbreviation of ordinary shares: voting code: “350530”; Voting abbreviation: “Dazhi voting”
2. Fill in voting opinions
For non cumulative voting proposals, fill in the voting opinions: agree, disagree and abstain.
When shareholders vote repeatedly on the general proposal and specific proposal, the first valid vote shall prevail. If the shareholders vote 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 opinions of the general proposal shall prevail.
2、 Procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting time: voting time: trading time on January 28, 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 will start voting from 9:15 to 15:00 on January 28, 2022. 2. Shareholders who conduct online voting through the Internet voting system shall handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investors’ online services 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 II:
Power of attorney
I hereby authorize Mr. (Ms.) to attend the second extraordinary general meeting of shareholders of Hunan Lingpai Dazhi Technology Co., Ltd. in 2022 on behalf of me (the company) and exercise voting rights on my behalf.
Signature (seal) of the client:
ID card or business license number of the client:
Number of shares held by the trustor:
Account number of the principal’s shareholder:
Signature of trustee:
The ID number of the trustee:
Date of entrustment:
The voting opinions of the client on the proposal of the general meeting are as follows:
remarks
Proposal code proposal name the ticked column of this column agrees to object to waiver
