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Stock code: 688187(A shares) Stock abbreviation: Times Electric (A shares) Announcement No.: 2024-024
Stock code: 3898(H shares) Stock abbreviation: Times Electric (H shares)
ZHUZHOU CRRC TIME ELECTRIC CO., LTD
On the convening of the 2023 annual general meeting of shareholders, the first A- share in 2024.
Class General Meeting and the First H-share Class General Meeting in 2024
Notifications
the company's board of directors and all directors to ensure that the contents of the announcement does not exist any false records, misleading statements or major omissions, and the authenticity, accuracy and completeness of the contents of the legal responsibility.
Important Content Tips:
Date of shareholders' meeting: June 27, 2024
The shareholders' meeting adopted the network voting system: Shanghai Stock Exchange shareholders' meeting network voting
System
The basic situation of the meeting held in 1.
Type and Session of (I) Shareholders' Meeting
2023 Annual General Meeting, 2024 First A- Share Class General Meeting and 2024 First H
General Meeting of Shareholders
Convener of (II) Shareholders' Meeting: Board of Directors
(III) voting method: the voting method adopted by the shareholders' meeting is a combination of on-site voting and online voting.
Date, time and place of (IV) site meeting
Date and time: June 27, 2024, 10: 00
Venue: Room 301, Times Hotel, Times Road, Shifeng District, Zhuzhou City
(V) network voting system, start and end dates and voting time.
Online voting system: Shanghai Stock Exchange shareholders' meeting online voting system
Starting and ending time of online voting: from June 27, 2024
until 27 June 2024
Using the online voting system of the Shanghai Stock Exchange, the voting time through the voting platform of the trading system is the trading time period on the day of the shareholders' meeting, that is, 9:15-9:25,9:30-11:30,13:00-15:00; the voting time through the Internet voting platform is 9:15-15:00 on the day of the shareholders' meeting.
Voting procedures for (VI) margin financing, refinancing, agreed repurchase business accounts and Shanghai Stock Connect investors
The voting of accounts related to margin trading, refinancing business, agreed repurchase business and Shanghai Stock Connect investors shall be implemented in accordance with the relevant provisions of the "Shanghai Stock Exchange Science and Technology Innovation Board Listed Companies Self-Regulatory Guidelines No. 1-Standardized Operation.
(VII) involves a public call for shareholder voting rights
Not involved.
Matters for consideration at 2. meetings
The general meeting of shareholders to consider the motion and voting shareholders type
Proposals and voting types for the 2023 Annual General Meeting of (I)
Type of voting shareholder
No. Proposal Name A- share shareholder
Non-Cumulative Voting Bill
1 Motion on the Company's 2023 Annual Report and its Summary √
2 Proposal on the Company's 2023 financial report √
3 Proposal on the Work Report of the Board of Directors of the Company for the year 2023 √
4 Proposal on the Work Report of the Board of Supervisors of the Company for the year 2023 √
5 Proposal on the Company's Profit Distribution Plan for the Year 2023 √
6 Proposal to engage the Company's auditor for the year 2024 √
7 Proposal to apply for the use of the 2024 bank credit line.
8 Proposal on the remuneration of the directors of the Company for the year 2023 √
9 Proposal on the 2023 Annual Remuneration of Supervisors of the Company √
10 On the expected relationship between the Company and CNRC from 2025
Daily Related Transaction Amount of Lease of House and Supporting Equipment and Facilities in 2027
the bill
11 Proposal to amend the Working System of Independent Non-executive Directors of the Company √
12 Proposal to amend the Rules of Procedure of the General Meeting of Shareholders of the Company √
13 Proposal to amend the Rules of Procedure of the Board of Directors of the Company √
14 Proposal to amend the Rules of Procedure of the Supervisory Board of the Company √
15 Proposal on Amending the Management System of the Company's External Guarantees √
16 Proposal to amend the "Management System for Connected Transactions of the Company" √
17 Proposal to amend the Company's Foreign Investment Management System √
18 Proposal to amend the Management System of the Company's A- share Fund Raising
19 On the revision of the Company's prevention of controlling shareholders, actual controllers and their related.
The bill of the joint fund occupation system.
20 On the election of Ms. Feng Xiaoyun as an independent director of the Seventh Board of Directors of the Company √
The matter of the bill
21 General authorization to grant the Board of Directors additional A shares and H shares of the Company √
the bill
22 Proposal to grant the Board of Directors a general mandate to repurchase H shares √
23 Proposal to amend the Articles of Association of the Company √
Note: The general meeting of shareholders will hear the 2023 annual report of independent directors of the company.
Proposals and voting types for the first A- share class shareholders' meeting in (II) 2024
Type of voting shareholder
No. Proposal Name A- share shareholder
Non-Cumulative Voting Bill
1 Proposal to grant the Board of Directors a general mandate to repurchase H shares √
(III) the First H-share Class Shareholders' Meeting in 2024 to Deliberate Proposals and Voting Types
Type of voting shareholder
No. Proposal Name A- share shareholder
Non-Cumulative Voting Bill
1 Proposal to grant the Board of Directors a general mandate to repurchase H shares √
1. Explain when each bill has been disclosed and the media for disclosure.
For details of the above proposal, please refer to the "Zhuzhou CRRC Times" which the company will publish on the website of Shanghai Stock Exchange.
Electric Co., Ltd. Annual General Meeting of Shareholders in 2023, First A- Share Class General Meeting in 2024 and
Information of the First H-share Class General Meeting in 2024.
2. Special Resolution Proposals: Proposals 21, 22 and 23 of the 2023 Annual General Meeting of Shareholders; First A in 2024
The first proposal of the class shareholders' meeting; The first proposal of the first H-share class shareholders' meeting in 2024.
3. Proposals for separate counting of votes for small and medium investors: No. 5, 6, 8, 10, 20,
Twenty-two bills need to be counted separately by small and medium-sized investors.
4. Motion involving the avoidance of voting by affiliated shareholders: 10
Names of related shareholders who should avoid voting: CRRC Zhuzhou Electric Locomotive Research Institute Co., Ltd., CRRC Zhuzhou Electric Locomotive Co., Ltd., CRRC Asset Management Co., Ltd.
5, involving preferred shareholders to participate in the voting of the motion: none.
3. matters needing attention in voting at the general meeting of shareholders
(I) shareholders of the Company exercise their voting rights through the online voting system of the shareholders' meeting of the Shanghai Stock Exchange, they can either log on to the voting platform of the trading system (through the trading terminal of the securities company designated for trading) to vote or log on to the Internet voting platform (website: vote.sseinfo.com) to vote. For the first time to log on to the Internet voting platform to vote, investors need to complete shareholder identity authentication. Specific operation, please see the Internet voting platform website instructions.
If the same voting right is (II) repeatedly through the on-site voting platform of the Exchange or other methods, the result of the first voting shall prevail.
(III) shareholders can only submit all motions after voting on them.
4. meeting attendees
The shareholders of the company registered in Shanghai Branch of China registration and Clearing Co., Ltd. at the close of the market on the afternoon of the (I) equity registration day have the right to attend the general meeting of shareholders (see the table below for details), and may entrust an agent in writing to attend the meeting and vote. The agent need not be a shareholder of the corporation.
Share Class Stock Code Stock Referred to as Share Registration Date
A- share 688187 Times Electric 2024/6/21
(II) directors, supervisors and senior managers of the company.
A lawyer hired by a (III) company.
(IV) Other Personnel
5. Conference Registration Method
(I) Attendance Reply
The A- share shareholders (in person or their appointed representatives) who intend to attend this general meeting of shareholders shall be no later than June 24, 2024
On or before the date (Monday), send the receipt of attending the shareholders' meeting (attachment 2) to the company's mailbox (ir@csrzic.com).
(II) attendance registration method
1. Registration method
(1) If an individual shareholder attends the meeting in person, he/she shall present his/her ID card or other valid certificate or certificate that can show his/her identity, and stock account card; if an agent is entrusted to attend the meeting, the agent shall present his/her valid ID card and power of attorney of the shareholder.
(2) A legal person shareholder shall be present at the meeting by the legal representative or an agent entrusted by the legal representative. If the legal representative attends the meeting, he shall present the ID card of the legal representative, the stock account card of the legal person shareholder, and a copy of the business license; if an agent is entrusted to attend the meeting, the agent shall present his ID card, the legal person shareholder unit
A written power of attorney issued by the legal representative in accordance with the law (see Annex 1 for the power of attorney) and a copy of the business license. The above power of attorney shall be delivered to the office of the board of directors of the company at least 24 hours before the general meeting of shareholders. If the power of attorney is signed by another person authorized by the principal, the power of attorney or other authorization documents authorized to sign shall be notarized. A notarized power of attorney or other authorization document shall beand the power of attorney to the office of the company's board of directors at the same time.
2. Registration time: June 27, 2024 (Thursday) 9:30-10:00
3. Place of registration: Room 301, Times Hotel, Times Road, Shifeng District, Zhuzhou City, Hunan Province
6. other matters
(I) Meeting Contacts
Contact address: Science and Technology Building of Zhuzhou CRRC Times Electric Co., Ltd., Times Road, Shifeng District, Zhuzhou City, Hunan Province Contact Department: Office of the Board of Directors
Zip Code: 412001
Tel: 0731-28498028
Fax: 0731-28493447
(II) this shareholders' meeting is expected to last for half a day, the participating shareholders (in person or their entrusted agents) shall pay for the round-trip transportation and accommodation expenses for attending this shareholders' meeting.
It is hereby announced.
Board of Directors of Zhuzhou CRRC Times Electric Co., Ltd.
5 June 2024
Annex 1: Power of Attorney
Annex 2: Receipt of Attendance of Shareholders' General Meeting
Annex 1: Power of Attorney
Power of Attorney
Zhuzhou CRRC Times Electric Co., Ltd:
I hereby entrust Mr. (Madam) to represent the unit (or myself) to attend the meeting on June 27, 2024.
Open your company's 2023 annual general meeting and the first A- share class general meeting in 2024, and act on your behalf.
Voting rights.
Number of common shares held by the principal:
Number of preferred shares held by the principal:
Principal Shareholder Account No:
Proposals and voting results of the 2023 Annual General Meeting of (I)
Serial Number Non-Cumulative Voting Bill Name Agree Against Abstention
1 About the Company's 2023 Annual Report and its Summary
Bill
2 Discussion on the Company's 2023 financial final accounts report
Case
3 Report on the Work of the Board of Directors of the Company for the year 2023
Bill
4 Report on the Work of the Board of Supervisors of the Company for the year 2023
Bill
5 Discussion on the Company's 2023 profit distribution plan.
Case
6 Discussion on the engagement of the Company's auditor for the year 2024
Case
7 On the application for the use of the 2024 bank credit line.
Bill
8 Proposal on the 2023 Annual Remuneration of Directors of the Company
9 Proposal on the 2023 Annual Remuneration of Supervisors of the Company
10 On the expected relationship between the Company and China National Railway Corporation
Rental of housing and supporting equipment and facilities from 2025 to 2027
A motion to lease the amount of daily related transactions.
11 On the revision of the working system of independent non-executive directors of the Company.
degree of motion.
12 On the amendment of the Rules of Procedure of the General Meeting of Shareholders of the Company
Bill
13 Discussion on Amending the Rules of Procedure of the Board of Directors of the Company
Case
14 Discussion on Amending the Rules of Procedure of the Supervisory Board of the Company
Case
15 On the revision of the Company's External Guarantee Management System
Bill
16 On the revision of the Company's Management System for Connected Transactions
Bill
17 On the revision of the Company's Foreign Investment Management System
Bill
18 On the revision of the "Management System for the Company's A- share Fund Raising"
the bill
19 On the revision of the "Company's prevention of controlling shareholders, actual control."
The bill of the system of capital occupation of the person and its related parties.
20 Regarding the election of Ms. Feng Xiaoyun as the 7th Director of the Company
The motion of the independent director.
21 On granting the Board of Directors additional A shares and H shares of the Company
Motion for general authorization
22 Regarding the general authorization granted to the board of directors to repurchase H shares
Bill
23 Proposal on Amending the Articles of Association of the Company
Proposals and voting results of the first A- share class shareholders' meeting in 2024, (II)
Serial Number Non-Cumulative Voting Bill Name Agree Against Abstention
1 On the request to the general meeting of shareholders to grant the board of directors the repurchase of H shares.
Motion for general authorization
Signature (Seal) of Principal: Signature of Trustee:
ID No. of Client: ID No. of Trustee:
Date of entrustment:
Remarks:
The principal shall choose one of the intentions of "agree", "oppose" or "abstain" in the power of attorney and mark "√". If the principal does not make specific instructions in this power of attorney, the trustee shall have the right to vote according to his own wishes.
Annex 2: Receipt of Attendance of Shareholders' General Meeting
ZHUZHOU CRRC TIME ELECTRIC CO., LTD
Receipt of attendance at the 2023 Annual General Meeting and the first A- share Class General Meeting in 2024
Name of shareholder (name of corporate shareholder)
Shareholder Address
Name of person attending the meeting ID card number
Client (legal representative) name ID card number
Shareholding Shareholder Code
Contact Phone Fax
Signature of shareholders (signature of corporate shareholders)
(Note: The clippings and photocopies of the above receipts or self-made in the above format are valid)
Ticker Name
Percentage Change
Inclusion Date