Securities code: 002129 securities abbreviation: Tianjin Zhonghuan Semiconductor Co.Ltd(002129) Announcement No.: 2022-014 Tianjin Zhonghuan Semiconductor Co.Ltd(002129)
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.
The proposal on convening the first extraordinary general meeting in 2022 was deliberated and adopted at the 23rd Meeting of the sixth board of directors. The company is scheduled to hold the first extraordinary general meeting in 2022 on Thursday, February 10, 2022. The relevant matters of this 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: Board of directors
3. The convening of this shareholders’ meeting complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association, such as the company law, the securities law, the rules for the general meeting of shareholders of listed companies, the Listing Rules of Shenzhen Stock Exchange, the guidelines for self regulatory supervision of listed companies No. 1 – standardized operation of listed companies on the main board.
4. Date and time of the meeting:
On site meeting time: 15:00 PM, February 10, 2022
Online voting time: the specific time for online voting through the trading system of Shenzhen stock exchange is 9:15-9:25 a.m., 9:30-11:30 to 13:00-15:00 p.m. 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 a.m. to 15:00 p.m. on February 10, 2022.
5. Convening method of the meeting:
The general meeting of shareholders was held by combining on-site voting and online voting. The company will pass the trading system of Shenzhen Stock Exchange and Internet voting system at the same time（ http://wltp.cn.info.com.cn. ）Provide the shareholders of the company with a voting platform in the form of network, and the shareholders can exercise their voting rights through the above system during the online voting time. Shareholders of the company can exercise their voting rights through the trading system or Internet voting system of Shenzhen stock exchange during the above-mentioned online voting time. Only one of the on-site or network voting methods can be selected for the same voting right; In case of repeated voting of the same voting right, the first voting result shall prevail.
6. Attendees:
(1) The equity registration date of this general meeting of shareholders is January 28, 2022. At the closing of the market in the afternoon of January 28, 2022, all ordinary shareholders of the company registered in China Clearing Shenzhen Branch have the right to attend the general meeting of shareholders and can entrust agents to attend and vote in writing (see Annex 2 of this notice for the power of attorney), The proxy need not be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company.
(3) A lawyer employed by the company.
7. Venue of the on-site meeting: conference room Tianjin Zhonghuan Semiconductor Co.Ltd(002129) No. 12, Haitai East Road, Huayuan Industrial Zone (outside the ring), Tianjin New Technology Industrial Park.
2、 Matters considered at the meeting
1. Review the proposal on the prediction of daily connected transactions in 2022;
2. Deliberating the proposal on providing guarantee for subsidiaries to apply for bank loans;
3. Deliberated the proposal on capital increase and share expansion and related party transactions of the holding subsidiary Zhonghuan leading semiconductor materials Co., Ltd. The above proposal has been deliberated and approved at the 23rd Meeting of the sixth board of directors of the company. For details, see the company’s publication in China Securities Journal, securities times and cninfo（ http://www.cn.info.com.cn. ）Announcement on the resolutions of the 23rd Meeting of the 6th board of directors (Announcement No.: 2022-008).
According to the requirements of the rules for the general meeting of shareholders of listed companies and the guidelines for the self discipline and supervision of listed companies No. 1 – standardized operation of listed companies on the main board, the votes of small and medium-sized investors are counted separately in the proposal of the general meeting of shareholders. Small and medium-sized investors refer to the directors, supervisors Senior managers and shareholders other than those who individually or jointly hold more than 5% of the shares of the listed company. The first proposal above involves related transactions of related shareholders, and the related shareholder TCL Technology Group Co., Ltd. needs to avoid voting.
3、 Proposal code
remarks
Proposal code proposal name the ticked column can vote
100 total proposal √
Non cumulative voting proposal
1.00 proposal on prediction of daily connected transactions in 2022 √
2.00 proposal on providing guarantee for subsidiary’s application for bank loan √
3.00 about the capital increase of the holding subsidiary Zhonghuan leading semiconductor materials Co., Ltd. √
Proposal on share expansion and related party transactions
4、 Meeting registration and other matters
1. Registration time: 9:00-11:30 a.m. and 13:30-16:30 p.m. from February 7 to February 9, 2022.
2. Registration place: Office of the board of directors of the company, No. 12, Haitai East Road, Huayuan Industrial Zone (outside the ring), Tianjin New Technology Industrial Park
3. Registration method:
(1) Natural person shareholders attending the meeting shall hold shareholder account card and personal ID card; The entrusted representative shall hold his own ID card, power of attorney (with seal or signature), the client’s shareholder account card and the client’s ID card; The legal person shareholder shall register with the company with a copy of the business license, the power of attorney of the legal representative (sealed or personally signed), and the ID card of the attendee.
(2) Non local shareholders can register by letter or fax, which shall arrive at the company before 16:30 p.m. on February 9, 2022; The on-site registration time is 9:00-15:00 a.m. on February 10, 2022, and the registration place is the conference room of the company at No. 12, Haitai East Road, Huayuan Industrial Zone (outside the ring) of Tianjin New Technology Industrial Park.
4. Other matters
(1) Contact information
Contact: Qin Shilong, Jiang Yuan
Tel: 022-23789787
Fax: 022-23789786
Email: [email protected].
(2) The board and lodging expenses and transportation expenses of shareholders attending the on-site meeting shall be borne by themselves.
(3) Handling method of abnormal conditions of online voting system: during online voting, if the online voting system is affected by unexpected major events, the process of this shareholders’ meeting shall be carried out according to the notice of the same day.
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 (website: http://wltp.cn.info.com.cn. ）See Annex 1 for the specific operation process of online voting.
6、 Documents for future reference
1. Resolution of the 23rd Meeting of the 6th board of directors.
Annex 1: specific operation process of participating in online voting
Annex 2: power of attorney
Tianjin Zhonghuan Semiconductor Co.Ltd(002129) board of directors
January 23, 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 “362129”, and the voting abbreviation is “central voting”.
2. Fill in the voting opinions or election votes.
For non cumulative voting proposals, 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 except the cumulative voting proposal.
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: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on February 10, 2022.
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 at 9:15 a.m. on February 10, 2022 (the day of the on-site general meeting) and ends at 15:00 p.m. on February 10, 2022 (the day of the end of the on-site general meeting).
2. Shareholders who vote online through the Internet voting system need to handle identity authentication in accordance with the provisions of the guidelines for identity authentication business of investors’ network services of Shenzhen Stock Exchange, 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. According to the service password or digital certificate obtained, shareholders can log in to the following website: http://wltp.cn.info.com.cn. Vote through the Internet voting system of Shenzhen Stock Exchange within the specified time.
Annex 2:
Power of attorney
I hereby entrust myself (the company) to attend the first extraordinary general meeting of shareholders in Tianjin Zhonghuan Semiconductor Co.Ltd(002129) 2022.
1、 Name of client (name):
The ID number of the principal (the registration number of the legal person shareholder’s business license):
Two. Agent’s name: agent ID number:
3、 Account number of the trustor’s shareholder: number of shares held by the trustor:
4、 Specific instructions for voting for, against or abstaining from the matters under consideration:
Remarks voting opinions
Check the name of the proposal
Coded columns may agree to vote against abstention
100 total proposal √
1.00 proposal on prediction of daily connected transactions in 2022 √
2.00 proposal on providing guarantee for subsidiary’s application for bank loan √
3.00 about the capital increase of the holding subsidiary Zhonghuan leading semiconductor materials Co., Ltd. √
Proposal on share expansion and related party transactions
5、 If the principal does not give specific instructions on Item 4 above, can the agent vote according to his own wishes (yes / no):
6、 Date of issuance of power of attorney:
7、 Signature of the client (official seal of the legal person shareholder):
