Securities code: 002587 securities abbreviation: Shenzhen Aoto Electronics Co.Ltd(002587) Announcement No.: 2022-006 Shenzhen Aoto Electronics Co.Ltd(002587)
Suggestive announcement on convening the first extraordinary general meeting of shareholders in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
After deliberation and approval at the 29th meeting of the Fourth Board of directors of Shenzhen Aoto Electronics Co.Ltd(002587) (hereinafter referred to as “the company” or ” Shenzhen Aoto Electronics Co.Ltd(002587) “), the company decided to hold the first extraordinary general meeting of shareholders in 2022 on January 24, 2022. The notice on convening the first extraordinary general meeting in 2022 has been published in the securities times and cninfo.com on January 8, 2022. The company hereby makes the following suggestive announcement on the matters related to the convening of the first extraordinary general meeting of shareholders in 2022:
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 meeting was held in accordance with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association
4. Date and time of the meeting:
(1) On site meeting time: 14:30 PM, Monday, January 24, 2022
(2) Online voting time: January 24, 2022
Among them, the specific time of online voting through the trading system of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) is: 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on January 24, 2022; Through the Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）The specific time of voting is any time from 9:15 a.m. to 15:00 p.m. on January 24, 2022.
5. Method of holding 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 entrust others to attend the on-site meeting through a power of attorney (see Annex);
(2) Online voting: the company will vote through the Shenzhen stock exchange trading system and Internet voting system（ http://wltp.cn.info.com.cn. ）Provide an online voting platform for all shareholders, and shareholders can exercise their voting rights through the above system during online voting time. For the same share, only one of on-site voting, online voting or other voting methods meeting the provisions can be selected. In case of repeated voting of the same voting right, the first voting result shall prevail.
6. Equity registration date: January 17, 2022 (Monday)
7. Attendees:
(1) As of the afternoon of January 17, 2022 (Monday), after the closing of the transaction, the shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend and vote at the shareholders’ meeting in the manner announced in this notice;
(2) Shareholders who cannot attend the on-site meeting of the shareholders’ meeting in person may authorize others to attend on their behalf, and the authorized person may not be a shareholder of the company, or participate in online voting during online voting time;
(3) Directors, supervisors and other senior managers of the company, witness lawyers and other personnel invited by the board of directors of the company.
8. Meeting place: conference room 2, 9 / F, United headquarters building, high tech Zone, No. 63 Xuefu Road, Nanshan District, Shenzhen
1. Proposal on adjusting the number of members of the board of directors and amending the articles of Association
2. Proposal on Amending the rules of procedure of the board of directors
3. Proposal on Amending the regulations on the work of independent directors
4. Proposal on Revising the annual report system of independent directors
5. Proposal on Amending the work rules of the president
6. Proposal on Amending the working system of the Secretary of the board of directors
7. Proposal on Amending the decision-making system for connected transactions
8. Proposal on Revising the internal audit system
9. Proposal on Amending the rules of procedure of the audit committee of the board of directors
10. Review the proposal on the election of non independent directors of the Fifth Board of directors of the company by the general election of the board of directors of the company one by one
10.01 elect Wu Hanqu as a non independent director of the 5th board of directors of the company
10.02 Yang Sihua was elected as a non independent director of the 5th board of directors of the company
10.03 elect Yang Wenchao as a non independent director of the 5th board of directors of the company
10.04 Wu Wei was elected as a non independent director of the 5th board of directors of the company
11. Review the proposal on the election of independent directors of the Fifth Board of directors of the company item by item 11.01 elect Li Huaxiong as the independent director of the Fifth Board of directors of the company
11.02 elect Li Yi as the independent director of the 5th board of directors of the company
11.03 elect Jin Baishun as the independent director of the 5th board of directors of the company
The qualification and independence of independent director candidates shall be reviewed by Shenzhen Stock Exchange, and the shareholders’ meeting can vote only after there is no objection.
12. Review the proposal on the election of non employee representative supervisors of the 5th board of supervisors by the board of supervisors of the company one by one
12.01 elect Huang Yongzhong as the non employee representative supervisor of the company
12.02 elect Ji Shaobo as the non employee representative supervisor of the company
The above proposals have been deliberated and adopted at the 29th meeting of the Fourth Board of directors and the 25th meeting of the Fourth Board of supervisors held on January 6, 2022. For details, see http://www.cn.info.com.cn. On the designated information disclosure website on January 8, 2022 And relevant announcements of the securities times.
The directors and non employee representative supervisors in the above proposals 10, 11 and 12 shall be elected by cumulative voting, and 4 non independent directors, 3 independent directors and 2 non employee representative supervisors shall be elected. Independent director candidates can be submitted to the general meeting of shareholders for deliberation only after they have no objection after being reviewed by the exchange. Proposal 1 is a special resolution, which shall be adopted by more than 2 / 3 of the voting rights held by shareholders (including shareholders’ agents) attending the general meeting of shareholders.
According to the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant provisions, the company will count the votes of small and medium-sized investors separately, and the separate vote counting results will be disclosed 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).
3、 Proposal code
Proposal No. proposal name remarks (the ticked column in this column can vote)
100 total proposals: all proposals except cumulative voting proposals √
Non cumulative voting proposal
1.00 proposal on adjusting the number of members of the board of directors and amending the articles of association √
2.00 proposal on Amending the rules of procedure of the board of directors √
3.00 proposal on Amending the work regulations of independent directors √
4.00 proposal on Amending the annual report system of independent directors √
5.00 proposal on Amending the work rules of the president √
6.00 proposal on Amending the working system of the Secretary of the board of directors √
7.00 proposal on Amending the decision-making system for connected transactions √
8.00 proposal on Revising the internal audit system √
9.00 proposal on Amending the rules of procedure of the audit committee of the board of directors √
Cumulative voting proposal
10.00 the proposal on the election of four independent directors for the Fifth Board of directors of the company by the general election of the board of directors of the company was reviewed item by item
10.01 elect Wu Hanqu as a non independent director of the 5th board of directors √
10.02 elect Yang Sihua as a non independent director of the 5th board of directors √
10.03 elect Yang Wenchao as a non independent director of the 5th board of directors √
10.04 election of Wu Wei as a non independent director of the 5th board of directors √
11.00 the proposal on the election of three independent directors to be elected by the Fifth Board of directors of the company by the general election of the board of directors of the company was reviewed item by item
11.01 elect Li Huaxiong as the independent director of the 5th board of directors √
11.02 elect Li Yi as the independent director of the 5th board of directors √
11.03 elect Jin Baishun as the independent director of the 5th board of directors √
12.00 deliberated item by item the proposal on the general election of the board of supervisors of the company to elect 2 non Office representative supervisors of the Fifth Board of supervisors of the company
12.01 elect Huang Yongzhong as the non employee representative supervisor of the company √
12.02 elect Ji Shaobo as the non employee representative supervisor of the company √
4、 Meeting registration method
1. Registration procedures
(1) Natural person shareholders shall register with their ID card or other valid certificates or certificates that can indicate their identity, shareholder account card and shareholding certificate; The authorized agent shall handle the registration with his / her valid ID card, power of attorney, copy of the client’s ID card, copy of the shareholder’s account card and certificate of shareholding;
(2) If the legal person shareholder is attended by the legal representative, it shall present the copy of the business license, the certificate of shareholding, the ID card of the legal representative and the qualification certificate of the legal representative; If an authorized agent is present, it shall register on the strength of a copy of its business license and ID card;
(3) Non local shareholders can register by letter or fax with the above relevant certificates, and do not accept telephone registration.
(4) If the power of attorney for proxy voting is signed by another person authorized by the principal, the power of attorney or other authorization documents authorized to sign shall be notarized
2. Registration time: 9:00-11:30 and 14:30-16:00 on Thursday, January 20, 2022
3. Place of registration and place of delivery of power of attorney: Office of the board of directors, Shenzhen Aoto Electronics Co.Ltd(002587) 10 / F, United headquarters building, high tech Zone, 63 Xuefu Road, Nanshan District, Shenzhen
5、 Specific operation process of participating in online voting
At this shareholders’ meeting, shareholders can vote through the trading system of Shenzhen Stock Exchange and Internet voting system（ http://wltp.cn.info.com.cn. ）See Annex I for the specific operation process of online voting.
6、 Other matters
(I) those attending the meeting shall bear their own accommodation and transportation expenses
(II) contact information
Contact: Kong Dejian
Tel: 0755-26719889
Contact Fax: 0755-26719890
Contact address: Office of the board of directors, Shenzhen Aoto Electronics Co.Ltd(002587) 10 / F, United headquarters building, high tech Zone, No. 63 Xuefu Road, Nanshan District, Shenzhen
Contact email: [email protected].
Postal Code: 518052
7、 Documents for future reference
(I) resolution of the 29th meeting of the 4th board of directors of the company
(II) the resolution of the 25th meeting of the Fourth Board of supervisors of the company is hereby announced.
Shenzhen Aoto Electronics Co.Ltd(002587) board of directors
January 20, 2002
Annex I:
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 “362587”, and the voting abbreviation is “Alto voting”
2. Fill in the number of 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 be limited to the number of votes they have for each proposal group
