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Zhongfu Shenying Carbon Fiber Co., Ltd
First Extraordinary General Meeting of Shareholders in 2025
Meeting Materials
January 20, 2025
directory
Notice of the First Extraordinary General Meeting of Shareholders in 2025...... 3
Agenda for the First Extraordinary General Meeting of Shareholders in 2025...... 5
Proposal of the first extraordinary general meeting of shareholders in 2025...... 6
Zhongfu Shenying Carbon Fiber Co., Ltd
Notice to the First Extraordinary General Meeting of Shareholders in 2025
In order to safeguard the legitimate rights and interests of investors, ensure the normal order and efficiency of the first extraordinary general meeting of shareholders of Zhongfu Shenying Carbon Fiber Co., Ltd. (hereinafter referred to as the "company") in 2025, and ensure that shareholders exercise their rights in accordance with the law during this general meeting of shareholders, in accordance with the relevant provisions of the "Company Law", "Rules of Shareholders' Meetings of Listed Companies" and "Rules of Procedure of the General Meeting of Shareholders of Zhongfu Shenying Carbon Fiber Co., Ltd." and other relevant provisions, the instructions for the first extraordinary general meeting of shareholders in 2025 are hereby formulated as follows: It is hoped that all personnel attending the general meeting of shareholders will comply with the implementation.
1. Shareholders and shareholders' agents participating in the general meeting of shareholders should present their securities account cards, ID cards or legal person certificates and power of attorney and other documents according to the regulations, and a copy of the above materials shall be provided, and a copy of the personal materials shall be signed by the individual, and the copy of the legal representative shall be stamped with the company's official seal. In order to ensure the seriousness and normal order of the general meeting of shareholders and effectively safeguard the legitimate rights and interests of shareholders, the company has the right to refuse other personnel to enter the venue except for shareholders and shareholders' agents, directors, supervisors, senior managers, staff of the conference, lawyers hired by the company and persons invited by the board of directors of the company. After the official start of the meeting, the presiding officer of the meeting will announce the number of shareholders attending the meeting and the total number of shares with voting rights held by them, and shareholders who enter the meeting after this time shall not have the right to participate in the on-site voting.
2. Shareholders and their representatives shall enjoy the legal rights such as the right to speak, the right to question, and the right to vote in accordance with the law, and shall also perform their statutory obligations. The staff of the general meeting has the right to stop any behavior that interferes with the normal order of the meeting and infringes upon the legitimate rights and interests of other shareholders. In order to ensure the order of the venue, please refrain from making loud noises in the venue. Once you are in the venue, please turn off your mobile phone or put it on silent.
Shareholders and their representatives who request to speak shall speak only with the permission of the presiding officer of the meeting in accordance with the agenda of the meeting. If more than one shareholder and the shareholder's representative request to speak at the same time, the presiding officer shall designate the speaker. During the meeting, only shareholders and shareholders' representatives are accepted to speak or ask questions, and the speeches or questions should be made around the topic of the meeting, and the presiding officer of the meeting will grasp the time to speak and answer questions according to the situation. Shareholders and their proxies shall not speak at the time of voting at the general meeting of shareholders. If the shareholders and their representatives violate the above provisions, the presiding officer has the right to refuse or stop them.
3. The on-site meeting shall be voted by registered ballot, and shareholders shall exercise their voting rights by the number of shares with voting rights held by them. Shareholders and shareholders' proxies attending the meeting shall vote on a cumulative voting basis
Vote. Shareholders attending the event must sign the name or name of the shareholder on the voting ballot, and the unfilled, incorrect, illegible votes and uncast votes are deemed to be the voter's waiver of voting rights, and the voting results of the shares held by the voter are counted as "abstentions". The general meeting of shareholders adopts a combination of on-site voting and online voting, and the announcement of the resolution of the general meeting of shareholders is issued in combination with the voting results of on-site voting and online voting.
4. The general meeting of shareholders was witnessed and issued by the lawyer of Beijing Jia Yuan Law Firm hired by the company.
Zhongfu Shenying Carbon Fiber Co., Ltd
Agenda for the 1st Extraordinary General Meeting of Shareholders in 2025
1. Participants sign in and register and receive conference materials;
2. The presiding officer announces the beginning of the general meeting of shareholders and introduces the number of shareholders attending the meeting and the number of voting rights held;
3. Elect tellers and scrutineers;
Fourth, read out the proposal:
Serial Number Name of the motion
Cumulative voting motions
1.00 Motion for by-election of directors
1.01 Proposal for by-election of Ms. Zhang Jian as a non-independent director of the second session of the Board of Directors
1.02 Proposal for by-election of Mr. Ge Haitao as a non-independent director of the second session of the Board of Directors
5. Shareholders and shareholders' representatives at the meeting discuss and deliberate the proposals of the general meeting;
6. Shareholders and shareholders' representatives at the meeting shall vote on the proposal;
7. Adjourn the meeting, summarize and count the results of on-site and online voting;
8. The host announces the results of on-site and online voting and the passage of the proposal;
9. The host reads out the resolution of the general meeting of shareholders;
10. Witness the lawyer to read out the legal opinion issued by the general meeting of shareholders;
11. Sign the documents of the meeting;
12. The host announced the end of the general meeting of shareholders.
Zhongfu Shenying Carbon Fiber Co., Ltd. (stock code: 688295) 2025 first extraordinary general meeting of shareholders meeting materials
Zhongfu Shenying Carbon Fiber Co., Ltd
Proposal of the first extraordinary general meeting of shareholders in 2025
Motion 1
Motion for by-election of directors
Dear Shareholders,
The board of directors of the company received the resignation report of Mr. Zhang Guoliang, chairman of the board of directors, and Mr. Luo Haoyu, director, and Mr. Zhang Guoliang applied for resignation from the positions of chairman of the board of directors, director, special committee under the board of directors and legal representative of the company due to age; Mr. Luo Haoyu resigned as director and deputy general manager of the company due to work changes. After resigning from the above positions, Mr. Zhang Guoliang will continue to serve as the company's chief scientist, chief engineer and core technical personnel, and will continue to play a key role in the field of technology research and development. Mr. Luo Haoyu no longer holds any position in the Company. The resignation of Mr. Zhang Guoliang and Mr. Luo Haoyu from the above positions will not cause the number of the company's board of directors to fall below the legal minimum, and will not affect the normal operation of the company's board of directors. In accordance with the relevant provisions of the Company Law, the Articles of Association and other relevant provisions, the resignation report shall take effect from the date of delivery to the board of directors of the company.
After the qualification review of the nomination committee of the second board of directors of the company and the deliberation and approval of the seventh meeting of the second board of directors of the company, the board of directors of the company agreed to nominate Ms. Zhang Jian and Mr. Ge Haitao as candidates for non-independent directors of the second board of directors of the company, and the term of office will be from the date of deliberation and approval of the general meeting of shareholders of the company to the date of expiration of the term of the second board of directors of the company.
The above proposals have been deliberated and approved by the third meeting of the nomination committee of the second board of directors and the seventh meeting of the second board of directors of the company.
It is now submitted to shareholders for consideration and election by cumulative voting system.
Attachment: Biographies of non-independent director candidates
Zhongfu Shenying Carbon Fiber Co., Ltd
board of directors
January 20, 2025
Zhongfu Shenying Carbon Fiber Co., Ltd. (stock code: 688295) 2025 first extraordinary general meeting of shareholders meeting materials
Annex:
Curriculum vitae of candidates for non-independent directors
1. Ms. Zhang Jian, Chinese nationality, born in 1974, member of the Communist Party of China, Ph.D., professor-level senior engineer. He used to be the general manager of the enterprise management department of China National Building Materials Group Co., Ltd., the general manager of the enterprise management department, the general manager and full-time director of the safety and emergency department of China National Building Materials Group Co., Ltd., the secretary of the party committee, deputy secretary of the party committee, director and general manager of Kaisheng Technology Group Co., Ltd., and the director of China United Equipment Group Co., Ltd.
Up to now, Ms. Zhang Jian does not hold any shares of the Company, and she has not been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and meets the requirements of the Company Law and other relevant laws, regulations and regulations.
2. Mr. Ge Haitao, Chinese nationality, born in 1974, member of the Communist Party of China, master's degree, senior economist. He used to be the accountant, finance minister and chief financial officer of Lianyungang Yingyou Textile Machinery Group Co., Ltd., and a director of Zhongfu Shenying Carbon Fiber Co., Ltd. He is currently the director, chief financial officer and executive president of Lianyungang Yingyou Textile Machinery Group Co., Ltd.
Up to now, Mr. Ge Haitao indirectly holds 0.14% of the company's shares, and he has not been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and meets the requirements of the Company Law and other relevant laws, regulations and regulations.
Ticker Name
Percentage Change
Inclusion Date