Securities code: 002593 securities abbreviation: Xiamen Sunrise Wheel Group Co.Ltd(002593) Announcement No.: 2022-013 Xiamen Sunrise Wheel Group Co.Ltd(002593)
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.
According to the resolution of the 24th Meeting of the 4th board of directors of Xiamen Sunrise Wheel Group Co.Ltd(002593) (hereinafter referred to as “the company”), the company decided to hold the first extraordinary general meeting of shareholders in 2022. The relevant matters 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 of the meeting: the board of directors of the company
3. Legality and compliance of the meeting: the proposal on convening the first extraordinary general meeting of shareholders in 2022 was adopted at the 24th Meeting of the Fourth Board of directors of the company. The convening of the general meeting of shareholders complies with the provisions of relevant laws, administrative regulations, normative documents and the articles of Association.
4. Date and time of the meeting:
On site meeting time: 15:00 PM, Thursday, February 17, 2022
Online voting time: February 17, 2022
Among them, the specific time of online voting through the trading system of Shenzhen stock exchange is: 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on February 17, 2022;
The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. on February 17, 2022 to 15:00 p.m. on February 17, 2022.
5. Equity registration date: February 14, 2022 (Monday)
6. Convening method of the meeting: the combination of 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;
(2) Online voting: the company will vote through the trading system and Internet voting system of Shenzhen Stock Exchange（ http://wltp.cn.info.com.cn. ）Provide all shareholders with a voting platform in the form of network, and shareholders can exercise their voting rights through the above system during online voting time.
According to the articles of association, all shareholders registered on the equity registration date of the first extraordinary general meeting of shareholders in 2022 have the right to exercise their voting rights through the corresponding voting system, but the same voting right can only choose one of the on-site and online voting methods. In case of repeated voting of the same voting right, the first voting result shall prevail.
The number of votes of shareholders or their entrusted agents exercising their voting rights through the corresponding voting system shall be included in the total number of voting rights of the general meeting of shareholders together with the number of votes of on-site voting and other voting methods that meet the provisions.
7. Attendees:
(1) The attendees are all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. as of 15:00 p.m. on Monday, February 14, 2022. All the above shareholders of the company have the right to attend the first extraordinary general meeting of shareholders in 2022, and can entrust an agent in writing to attend the meeting and vote (see the annex for the power of attorney). The shareholder agent does not need to be a shareholder of the company.
(2) Directors, supervisors and senior managers of the company.
(3) Witness lawyer employed by the company.
8. Meeting place: conference room 3 of the company, No. 30, Xinglin Xingbei Road, Jimei District, Xiamen
2、 Matters considered at the meeting
Serial number proposal
1.00 proposal on the election of non independent directors of the 5th board of directors of the company
1.01 elect Mr. Wu Ziwen as a non independent director of the 5th board of directors of the company
1.02 elect Mr. Wu Zhiliang as a non independent director of the 5th board of directors of the company
1.03 elect Mr. Wu Weiyuan as a non independent director of the 5th board of directors of the company
1.04 elect Mr. Huang Xuecheng as a non independent director of the 5th board of directors of the company
2.00 proposal on the election of independent directors of the 5th board of directors of the company
2.01 elect Ms. Huang Hui as an independent director of the 5th board of directors of the company
2.02 elect Mr. Chen Shoude as an independent director of the 5th board of directors of the company
2.03 elect Mr. Liao Shanhai as an independent director of the 5th board of directors of the company
3.00 proposal on the election of shareholders’ representative supervisors of the Fifth Board of supervisors of the company
3.01 elect Mr. Zhang Wenqing as the shareholder representative supervisor of the Fifth Board of supervisors of the company
3.02 elect Mr. LAN Rijin as the shareholder representative supervisor of the Fifth Board of supervisors of the company
4.00 proposal on director’s allowance standard of the 5th board of directors of the company
Serial number proposal
5.00 proposal on the allowance standard for supervisors of the 5th board of supervisors of the company
6.00 proposal on the subsidiary’s proposed investment in the new heavy steel structure production project
According to the articles of association, the 5th board of directors of the company is composed of 7 directors, including 4 non independent directors and 3 independent directors; The Fifth Board of supervisors of the company is composed of three supervisors, of which the proportion of employee representatives is not less than one-third. The two shareholder representative supervisors elected at the general meeting of shareholders and one employee representative supervisor elected at the general meeting of employees of the company will form the Fifth Board of supervisors.
Among the above proposals, proposal 1, proposal 2 and proposal 3 adopt cumulative voting (cumulative voting is that when the general meeting of shareholders elects directors or supervisors, each share has the same voting rights as the number of directors or supervisors to be elected, and the voting rights owned by shareholders can be used intensively). The election of independent directors and non independent directors shall be conducted separately.
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.
According to the provisions of the rules for the general meeting of shareholders of listed companies, the proposal of the general meeting of shareholders is a major matter involving the interests of small and medium-sized investors. The company will vote on small and medium-sized investors separately, and the results of the separate vote counting will be disclosed in time.
Small and medium-sized investors are shareholders other than the following shareholders: (1) directors, supervisors and senior managers of listed companies; (2) Shareholders who individually or jointly hold more than 5% of the shares of the listed company.
The above proposal has been deliberated and adopted at the 24th Meeting of the 4th board of directors and the 24th Meeting of the 4th board of supervisors of the company. For details, please refer to the designated disclosure media securities times, securities daily and cninfo (www.cn. Info. Com. CN) of the company on January 27, 2022 Announcement.
3、 Proposal code
Table 1: example of proposal code of this shareholders’ meeting:
remarks
Proposal code proposal name the ticked column can vote
100 total proposals: all proposals except cumulative voting proposals √
Cumulative voting proposal
1.00 proposal on the election of non independent directors of the 5th board of directors of the company: 4 persons to be elected
1.01 elect Mr. Wu Ziwen as a non independent director of the 5th board of directors √
1.02 elect Mr. Wu Zhiliang as a non independent director of the 5th board of directors √
1.03 elect Mr. Wu Weiyuan as a non independent director of the 5th board of directors √
1.04 elect Mr. Huang Xuecheng as a non independent director of the 5th board of directors √
2.00 proposal on the election of independent directors of the 5th board of directors of the company 3 persons to be elected
2.01 elect Ms. Huang Hui as the independent director of the 5th board of directors √
2.02 elect Mr. Chen Shoude as the independent director of the 5th board of directors √
2.03 elect Mr. Liao Shanhai as the independent director of the 5th board of directors √
3.00 the proposal on the election of shareholders’ representative supervisors of the 5th board of supervisors of the company has 2 candidates
3.01 elect Mr. Zhang Wenqing as the shareholder representative supervisor of the 5th board of supervisors √
3.02 elect Mr. LAN Rijin as the shareholder representative supervisor of the Fifth Board of supervisors √
Non cumulative voting proposal
4.00 proposal on director’s allowance standard of the 5th board of directors √
5.00 proposal on the allowance standard for supervisors of the 5th board of supervisors √
6.00 proposal on the subsidiary’s proposed investment in the new heavy steel structure production project √
4、 On site meeting attendance and registration method:
1. Registration method: on-site registration, registration by letter or fax
2. Registration time: 8:30-12:00 a.m. and 13:30-17:30 p.m. on February 15, 2022.
3. Meeting registration place: Secretary Office of the company’s office building.
4. Registration procedures
(1) The legal representative of the qualified legal person shareholder shall go through the registration formalities at the company with the copy of the legal person business license stamped with the official seal, the account card of the legal person shareholder and his own ID card; If the agent is entrusted to attend, the agent shall register with the company with a copy of the legal person’s business license stamped with the official seal, the power of attorney issued by the legal representative, the legal person shareholder’s account card and his own ID card;
(2) Qualified natural person shareholders shall register with the company with their shareholder account card and their own ID card; If an agent is entrusted to attend the meeting, the agent shall register with the company with the shareholder’s account card, power of attorney and his own ID card;
(3) Non local shareholders can register by fax or letter, and do not accept telephone registration. Shareholders should carefully fill in the registration form of shareholders’ participation (Annex III) for registration confirmation. Faxes and letters should be sent before 17:00 on February 15, 2022
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
1. Meeting contact information
Contact address: No. 30, Xinglin Xingbei Road, Jimei District, Xiamen (postal code: 361022)
Contact: Wu Xiaohong, Yang Meiling
E-mail: stock@sunrise -ncc. com.
Tel.: 0592-6666866
Fax: 0592-6666899
2. The meeting lasts for half a day, and the shareholders attending the meeting shall bear their own accommodation and transportation expenses.
7、 Documents for future reference
1. Resolutions of the 24th Meeting of the 4th board of directors of the company;
2. Resolution of the 24th Meeting of the 4th board of supervisors of the company.
It is hereby notified.
Xiamen Sunrise Wheel Group Co.Ltd(002593)
Board of directors
January 27, 2022
Annex I:
Specific operation process of online voting
(I) procedures for voting through the trading system of Shenzhen Stock Exchange
1. Voting code: 362593
2. Voting abbreviation: day voting.
3. Fill in the voting opinions or election votes
For non tired
