Securities code: 300353 securities abbreviation: Kyland Technology Co.Ltd(300353) announcement Code: 2022-010 Kyland Technology Co.Ltd(300353)
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.
After deliberation and approval at the 45th meeting of the 5th board of directors of the company, Kyland Technology Co.Ltd(300353) the first extraordinary general meeting of shareholders of the company in 2022 is scheduled to be held on February 16, 2022. This meeting is held by combining on-site voting and online voting. The relevant matters are hereby notified as follows: I. Basic information of the meeting
(I) session: the first extraordinary general meeting of shareholders in 2022
(II) convener: the board of directors of the company.
(III) legality and compliance of the meeting: the company’s first extraordinary general meeting of shareholders in 2022 is scheduled to be held on February 16, 2022 after deliberation and approval at the 45th meeting of the Fifth Board of directors. The convening of this general meeting of shareholders complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
(IV) meeting time:
1. On site meeting time: 2:30 p.m. on Wednesday, February 16, 2022.
2. Online voting time: February 16, 2022. Among them, the 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 16, 2022; The specific time for voting through the Internet system of Shenzhen stock exchange is 9:15-15:00 on February 16, 2022.
(V) meeting mode: the meeting is held by combining on-site voting and online voting. Shareholders of the company shall choose one of on-site voting and online voting. In case of repeated voting of the same voting right, the first voting result shall prevail.
(VI) equity registration date: February 11, 2022
(VII) attendees:
1. At the closing of the market on the afternoon of February 11, 2022, the equity registration date, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. or their legally authorized agents (the reference form of power of attorney is attached).
2. Directors, supervisors and senior managers of the company.
3. Lawyers employed by the company.
(VIII) Venue: large conference room on the 15th floor, building 2, yard 30, Shixing street, Shijingshan District, Beijing. 2、 Matters considered at the meeting
(I) the proposals deliberated at this meeting shall be submitted after being deliberated and approved at the 45th meeting of the 5th board of directors and the 24th Meeting of the 5th board of supervisors. For details, see the announcement on the resolution of the 45th meeting of the Kyland Technology Co.Ltd(300353) Fifth Board of directors and the announcement on the resolution of the 24th Meeting of the Kyland Technology Co.Ltd(300353) Fifth Board of supervisors published on the gem information disclosure website designated by the CSRC.
(II) the proposals to be considered at this meeting are as follows:
1. Review the proposal on the general election of the board of directors and the nomination of candidates for non independent directors of the sixth board of directors;
1.01 elect Mr. Li Ping as a non independent director of the sixth board of directors of the company;
1.02 elect Mr. Xue Baihua as a non independent director of the sixth board of directors of the company;
1.03 elect Mr. Cao Hongxi as a non independent director of the sixth board of directors of the company;
1.04 elect Mr. Yang xiaoteng as a non independent director of the sixth board of directors of the company;
2. Review the proposal on the general election of the board of directors and the nomination of independent director candidates for the sixth board of directors;
2.01 elect Mr. Zhang Hongke as an independent director of the sixth board of directors of the company;
2.02 elect Ms. Wang Xiaolan as an independent director of the sixth board of directors of the company;
2.03 elect Mr. Huang Dehan as an independent director of the sixth board of directors of the company;
3. Review the proposal on the general election of the board of supervisors and the nomination of candidates for non employee representative supervisors of the sixth board of supervisors;
3.01 elect Ms. Guo Liping as the non employee representative supervisor of the sixth board of supervisors of the company;
3.02 elect Mr. Li can as the non employee representative supervisor of the sixth board of supervisors of the company;
4. Review the proposal on Amending the measures for the administration of raised funds.
(III) proposals 1-3 shall be voted by cumulative voting. Four non independent directors, three independent directors and two non employee representative supervisors shall be elected at this meeting. The number of election votes owned by shareholders shall be the number of voting shares they hold multiplied by the number of candidates to be elected. Shareholders can arbitrarily distribute the number of election votes among candidates within the limit of the number of candidates to be elected (they can cast zero votes), but the total number shall not exceed the number of election votes they have.
Proposal 2 the qualification and independence of independent director candidates need to be filed and reviewed by Shenzhen Stock Exchange, and the shareholders’ meeting can vote only if there is no objection.
If the above proposals are voted one by one, the company will count the votes of minority shareholders separately.
For details, please refer to the company’s website on the same day（ http://www.cn.info.com.cn. ）Relevant announcements or documents disclosed. 3、 Proposal code
Note: the column marked with code proposal name in this column can vote
100 total proposals: all proposals except cumulative voting proposals √
Cumulative voting proposal
1.00 proposal on general election of the board of directors and nomination of candidates for non independent directors of the sixth board of directors 4
1.01 elect Mr. Li Ping as a non independent director of the sixth board of directors √
1.02 elect Mr. Xue Baihua as a non independent director of the sixth board of directors of the company √
1.03 elect Mr. Cao Hongxi as a non independent director of the sixth board of directors √
1.04 elect Mr. Yang xiaoteng as a non independent director of the sixth board of directors of the company √
2.00 proposal on general election of the board of directors and nomination of candidates for independent directors of the sixth board of directors 3
2.01 elect Mr. Zhang Hongke as an independent director of the sixth board of directors of the company √
2.02 elect Ms. Wang Xiaolan as an independent director of the sixth board of directors √
2.03 elect Mr. Huang Dehan as an independent director of the sixth board of directors of the company √
3.00 proposal on general election of the board of supervisors and nomination of candidates for non employee representatives of the sixth board of supervisors
3.01 elect Ms. Guo Liping as the non employee representative supervisor of the sixth board of supervisors √
3.02 elect Mr. Li can as the non employee representative supervisor of the sixth board of supervisors of the company √
Non cumulative voting proposal
4.00 proposal on Amending the measures for the administration of raised funds √
4、 Meeting registration procedures
(I) registration method: on-site registration, registration by letter or fax.
(II) registration time: the registration time of this general meeting of shareholders is February 14, 2022 and February 15, 2022, 9:00-11:30 a.m. and 2:00-5:00 p.m.
(III) place of registration: Kyland Technology Co.Ltd(300353) Secretariat of the board of directors
(IV) if natural person shareholders attend the meeting in person, they shall show their ID card and stock account card; If the trustee attends the meeting on behalf of others, he / she shall show his / her ID card, the power of attorney of the shareholder, the trustor’s stock account card and the trustor’s ID card.
(V) the legal representative or the agent entrusted by the legal representative shall attend the meeting. If the legal representative attends the meeting, he shall go through the registration formalities with the stock account card, the copy of the business license stamped with the official seal, the certificate of the legal representative and the ID card of the attendee; If the legal representative entrusts an agent to attend the meeting, the agent shall go through the registration formalities with the agent’s ID card, a copy of the business license stamped with the official seal, the power of attorney issued by the legal representative, the certificate of the legal representative and the stock account card of the legal person shareholder.
(VI) the original or copy of the above supporting documents can be presented when handling the registration. Non local shareholders can register by letter or fax with the above relevant certificates (it must be delivered or faxed to the company before 17:00 on February 15, 2022). For fax registration, please send a fax and confirm by telephone. When signing in for the meeting, the ID card and power of attorney of the attendees must show the original. 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 I for the specific operation process of online voting. 6、 Other matters
(I) meeting affairs contact information
Contact: Ke Xueli
Contact Department: Secretariat of the board of directors
Tel: 010-88793012
Contact Fax: 010-88799850
Contact address: 15 / F, building 2, yard 30, Shixing street, Shijingshan District, Beijing
Postal Code: 100144
(II) the meeting lasts for half a day, and the shareholders attending the meeting shall bear their own expenses
(III) see Annex I for the operation process of online voting
(IV) for the power of attorney, see Annex 27, documents for future reference
1. The resolution of the board of directors proposing to convene the general meeting of shareholders;
2. Other documents required by SZSE.
It is hereby announced.
Kyland Technology Co.Ltd(300353) board of directors
January 26, 2022
Annex I:
Specific operation process of participating in online voting
1、 Procedures for online voting
1. Voting code: 350353.
2. Voting abbreviation: East Turkey voting.
3. 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 election votes of each proposal group they have. If the number of election votes cast by shareholders exceeds the number of election votes they have, or if the number of votes cast in the differential election exceeds the number of candidates, their election 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.
(1) Election of non independent directors (by equal amount, the number of candidates is 4) the number of voting votes owned by shareholders = the total number of voting shares represented by shareholders × 4； The shareholders may distribute the number of election votes they have among the four candidates for non independent directors at will, but the total number of votes shall not exceed the number of election votes they have. (2) Election of independent directors (equal amount election is adopted, and the number of candidates to be elected is 3). The number of voting votes owned by shareholders = the total number of voting shares represented by shareholders × 3； Shareholders may distribute their voting votes among the three independent director candidates at will, but the total number of votes shall not exceed their voting votes.
(3) Election of non employee representative supervisors (equal amount election is adopted, and the number of candidates is 2). The number of voting votes owned by shareholders = the total number of voting shares represented by shareholders × 2。 The shareholders may distribute the number of election votes they have among the two candidates for non employee representative supervisors at will, but the total number of votes shall not exceed the number of election votes they have.
4. 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 shareholder votes 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 opinion of the general proposal shall prevail
