Securities code: 002107 securities abbreviation: Shandong Wohua Pharmaceutical Co.Ltd(002107) Announcement No.: 2022-017 Shandong Wohua Pharmaceutical Co.Ltd(002107)
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.
1、 Basic information of the meeting
(I) session of the general meeting of shareholders: this general meeting of shareholders is Shandong Wohua Pharmaceutical Co.Ltd(002107) 2021 annual general meeting of shareholders.
(II) convener of the general meeting of shareholders: the board of directors of the company. The 17th meeting of the 6th board of directors held on January 19, 2022 considered and adopted the proposal on convening the 2021 annual general meeting of shareholders, and agreed to convene the general meeting of shareholders.
(III) legality and compliance of the meeting: the convening of the shareholders’ meeting complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association. (IV) date and time of the meeting
1. On site meeting: from 14:00 on Thursday, February 10, 2022
2. Online voting: the specific time for 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 February 10, 2022; The specific time for online voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 on February 10, 2022 to 15:00 on February 19, 2022.
(V) convening method of the meeting: the shareholders’ meeting adopts the combination of on-site voting and online voting. The shareholders of the company can only choose one of on-site voting and online voting. If there is repeated voting with the same voting right, the first voting result shall prevail.
(VI) equity registration date of the meeting: Friday, January 28, 2022.
(VII) attendees:
1. Ordinary shareholders holding shares of the company or their agents on the equity registration date;
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 an agent in writing to attend the meeting and vote. The shareholder agent does not need to be a shareholder of the company.
2. Directors, supervisors and senior managers of the company;
3. Lawyers employed by the company;
4. Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
(VIII) on site meeting place: meeting room of the company, No. 3517 Liyuan street, Weifang High tech Industrial Development Zone, Shandong Province.
2、 Matters considered at the meeting
(I) name of proposal:
1. Work report of the board of directors in 2021
2. Work report of the board of supervisors in 2021
3. The company’s 2021 annual financial statement report
4. 2021 profit distribution plan of the company
5. Annual report of the company in 2021 and its summary
6. Proposal on re employment of accounting firm
7. Proposal on extending loans to holding subsidiaries
8. Proposal on the election of non independent directors of the seventh board of directors of the company
8.01. Elect Mr. Zhao Bingxian, the candidate of the seventh board of directors, as a non independent director of the seventh board of directors of the company
8.02. Elect Ms. Zhao Caixia, the candidate of the seventh board of directors, as a non independent director of the seventh board of directors of the company
8.03. Elect Mr. Zhang Ge, the candidate of the seventh board of directors, as a non independent director of the seventh board of directors of the company
8.04. Elect Mr. Li Shengting, the candidate of the seventh board of directors, as a non independent director of the seventh board of directors of the company
8.05. Elect Mr. Chen Yong, the candidate of the seventh board of directors, as a non independent director of the seventh board of directors of the company
8.06. Elect Ms. Cui Yongmei, the candidate of the seventh board of directors, as a non independent director of the seventh board of directors of the company
9. Proposal on the election of independent directors of the 7th board of directors of the company
9.01. Elect Mr. Li Junde, the candidate of the seventh board of directors, as the independent director of the seventh board of directors of the company
9.02. Elect Ms. Gao Mingqin, the candidate of the seventh board of directors, as the independent director of the seventh board of directors of the company
9.03. Elect Mr. Yu Junli, the candidate of the seventh board of directors, as the independent director of the seventh board of directors of the company
10. Proposal on election of non employee representative supervisors of the 7th board of supervisors of the company
10.01. Elect Mr. Yin Wenjun, the supervisor candidate of the seventh board of supervisors, as the non employee representative supervisor of the seventh board of supervisors of the company
10.02. Elect Mr. Liu Bofang, the supervisor candidate of the seventh board of supervisors, as the non employee representative supervisor of the seventh board of supervisors of the company
10.03. Elect Mr. Wang Li, the supervisor candidate of the 7th board of supervisors, as the non employee representative supervisor of the 7th board of supervisors of the company
(II) disclosure: see the contents of the above proposals published in the securities times, China Securities Journal and cninfo.com on January 21, 2022（ http://www.cn.info.com.cn. ）Relevant information on.
(III) relevant notes: among the above proposals, proposal 4, 6, 7, 8 and 9 are major issues affecting the interests of small and medium-sized investors, and the votes of small and medium-sized investors will be counted and disclosed separately. Small and medium-sized investors refer to shareholders other than the following shareholders: directors, supervisors and senior managers of listed companies; Shareholders who individually or jointly hold more than 5% of the shares of the listed company. If the proposal 7 involves related party transactions, the related shareholders shall avoid voting. Proposals 8, 9 and 10 shall be voted by cumulative voting. The qualification and independence of independent director candidates in proposal 8 shall be filed and reviewed by Shenzhen Stock Exchange, and the shareholders’ meeting can vote only if there is no objection.
The independent directors of the company will report on their work in 2021 at this general meeting of shareholders. 3、 Proposal code
Table 1: example of proposal code of this shareholders’ meeting:
Proposal code proposal name remarks
The checked column of this column
You 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 company’s 2021 annual financial statement report √
4.00 profit distribution plan of the company in 2021 √
5.00 annual report of the company in 2021 and its summary √
6.00 proposal on re employment of accounting firm √
7.00 proposal on extension of loan to holding subsidiaries √
The cumulative voting adopts equal election, and the number of election votes cast for candidates shall be filled in
proposal
8.00 proposal on electing 6 non independent directors of the 7th board of directors of the company
8.01 elect Mr. Zhao Bingxian as the candidate of the seventh board of directors √
Non independent directors of the 7th board of directors
8.02 elect Ms. Zhao Caixia, the candidate of the seventh board of directors, as the company √
Non independent directors of the 7th board of directors
8.03 elect Mr. Zhang Ge as the director candidate of the seventh board of directors √
Non independent directors of the 7th board of directors
8.04 elect Mr. Li Shengting, the candidate of the seventh board of directors, as the company √
Non independent directors of the 7th board of directors
8.05 elect Mr. Chen Yong, the candidate of the seventh board of directors, as the √
Non independent directors of the 7th board of directors
8.06 elect Ms. Cui Yongmei, the candidate of the seventh board of directors, as the company √
Non independent directors of the 7th board of directors
9.00 proposal on the election of independent directors of the seventh board of directors of the company 3 persons shall be elected
9.01 elect Mr. Li Junde, the candidate of the seventh board of directors, as the company √
Independent directors of the 7th board of directors
9.02 elect Ms. Gao Mingqin, the candidate of the seventh board of directors, as the company √
Independent director of the 7th board of directors
9.03 elect Mr. Yu Junli as the candidate of the seventh board of directors √
Independent director of the 7th board of directors
10.00 proposal on the election of 3 non employee representative supervisors of the seventh board of supervisors of the company
10.01 elect Mr. Yin Wenjun, the candidate of the 7th board of supervisors, as the company √
Non employee representative supervisors of the 7th board of supervisors
10.02 elect Mr. Liu Bofang, the supervisor candidate of the seventh board of supervisors, as the company √
Non employee representative supervisors of the 7th board of supervisors
10.03 elect Mr. Wang Li, the supervisor candidate of the seventh board of supervisors, as the √
Non employee representative supervisors of the 7th board of supervisors
4、 Meeting registration and other matters
(I) registration method:
1. The legal person shareholder shall register with the copy of the enterprise business license stamped with the official seal, the certificate of legal representative, the power of attorney of the legal person, the certificate of shareholding and the ID card of the attendee;
2. Public shareholders shall register with their ID card, shareholder account card and shareholding certificate;
3. The entrusted agent shall register with his / her ID card, power of attorney (see Annex 2), the principal’s ID card, the principal’s account card and shareholding certificate;
4. Non local shareholders can register by letter or fax, not by telephone.
(II) registration time: 9:00-11:30 and 13:30-17:00 on January 30, 2022. (III) place of registration: Office of the board of directors of the company.
(IV) precautions: shareholders and shareholders’ agents attending the meeting shall bring the original of relevant certificates to the meeting. The duration of the on-site meeting of the general meeting of shareholders is expected to be half a day. The board, lodging, transportation and other expenses of shareholders or their agents attending the meeting shall be borne by themselves. Contact information is as follows:
Contact: Zhao Caixia
Tel.: 0536-8553373
Fax: 0536-8553373
Contact address: Office of the board of directors of the company, No. 3517 Liyuan street, Weifang High tech Industrial Development Zone, Shandong Province
Postal Code: 261205
5、 Specific operation process of participating in online voting
At this shareholders’ meeting, the company will provide all shareholders of the company with a voting platform in the form of network through the trading system of Shenzhen Stock Exchange and the Internet voting system. Shareholders can vote through the trading system of Shenzhen Stock Exchange and the Internet voting system（ http://wltp.cn.info.com.cn. ）Participate in online voting (refer to Annex 1 for details and format of specific operations involved in online voting).
6、 Documents for future reference
Resolution of the 17th meeting of the 6th board of directors.
It is hereby announced.
Shandong Wohua Pharmaceutical Co.Ltd(002107) Annex 1 of the board of directors on January 20, 2002:
Specific operation process of participating in online voting
1、 Procedures for online voting
(I) voting code and voting abbreviation of ordinary shares: the voting code is “362107”, and the voting abbreviation is “wohua voting”.
(II) 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 a listed company shall vote within the limit of the number of electoral votes of each proposal group they have. If the number of electoral votes cast by shareholders exceeds the number of electoral votes they have, or if the number of votes cast in the differential election exceeds the number of candidates, their electoral 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.
Table 2. List of election votes for candidates under cumulative voting system
Fill in the number of election votes cast for candidates
Vote X1 for candidate a
