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Stock code: 688981 Stock abbreviation: SMIC Announcement No.: 2024-013
Hong Kong Stock Code: 00981 Hong Kong Stock Abbreviation: SMIC
SMIC International Integrated Circuit Manufacturing Co., Ltd.
Notice on the convening of the 2024 Annual General Meeting of Shareholders
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 28, 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
2024 Annual 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 of holding: 14: 00 on June 28, 2024
Venue: Banquet, 2nd Floor, Shanghai Evergreen Laurel Hotel, 1136 Zu Chongzhi Road, Pudong New Area, Shanghai
Hall
(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 28, 2024
Until June 28, 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 carried out 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
Type of voting shareholder
No. Proposal Name All Shareholders
Non-Cumulative Voting Bill
1 Review and consideration of the 2023 annual report (including up to 2023 √
Audited consolidated financial statements, board of directors for the year ended December 31.
report and auditor's report).
2.00 motion for re-election of directors √
2.01 re-elected Dr. Liu Xunfeng as Executive Director √
2.02 re-election of Dr. Chen Shanzhi as non-executive Director √
2.03 re-election of Dr. Renda Fan as Independent Non-Executive Director √
3 Consider and approve the renewal of the auditor for 2024 √
4 Consider and approve the 2023 profit distribution plan.
5 Consider and approve the company and its subsidiaries to carry out hedging business.
6 General authorization granted to the Board of Directors to issue, issue and dispose of the Company's amount √
other ordinary shares, not exceeding the number of shares issued on the date of this resolution.
20% of the total number of shares.
7 General authorization granted to the Board of Directors to repurchase Hong Kong shares of the Company, number √
No more than the number of Hong Kong Shares issued on the date of passing of this resolution
10%.
8 Expanded grant of authority to the Board of Directors to exercise the allotment, issuance and disposal of the Company √
The number of foreign Hong Kong shares shall not exceed the number repurchased under Resolution No. 7.
Objective.
Note:
(1) The authority to issue under motion 6 above includes any sale or transfer of treasury Hong Kong shares. The "total number of issued shares" in the motion does not include any treasury shares.
(2) The "number of Hong Kong Shares issued" in motion No. 7 above does not include any treasury shares.
(3) Motion No. 8 above is an extended mandate based on Motion No. 6.
1. Explain when each bill has been disclosed and the media for disclosure.
For details of the above proposals, please refer to the Company's "On March 29, 2024 and May 10, 2024".
Announcement disclosed by Hai Securities News, China Securities News, Securities Times, Securities Daily and the website of Shanghai Stock Exchange (www.sse.com.cn).
2. Special Resolution Bill: None
3. Motion on separate vote counting for small and medium-sized investors: 2, 3, 4
4. Motion involving the avoidance of voting by affiliated shareholders: none
Name of affiliated shareholder who should abstain from voting: None
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 688981 SMIC 2024/6/24
Directors and senior management of (II) companies
Lawyers hired by (III) companies
(IV) Other Personnel
5. Conference Registration Method
(I) registration information
A- share shareholders who meet the above attendance conditions and wish to attend the on-site meeting must provide the following registration information:
(1) Natural person shareholders: my ID card, stock account card (if any); if an agent is entrusted to attend, the valid ID card of the principal and agent, the written power of attorney issued by the principal (Annex 1) and the principal Stock account card (if any);
(2) Institutional shareholders: if the legal representative/person in charge/executive partner (or his representative) attends, he/she shall submit his/her ID card, valid certificate proving that he/she has the qualification of legal representative/person in charge/executive partner (or his/her representative), copy of business license (stamped with official seal) and stock account card (if any); If an agent is entrusted to attend, the agent's ID card, a copy of the business license (stamped with the official seal), a written power of attorney issued by the institutional shareholder (stamped with the official seal, Annex 1) and a stock account card (if any) shall be provided.
(II) registration method
Company shareholders can be registered by site, letter or e-mail, the company does not accept telephone registration.
(1) On-site registration: from 13:00 to 14:00 on June 28, 2024, in Pupu, Shanghai, China
Ballroom, 2nd floor, evergreen laurel hotel, 1136 zuchongzhi road, dongxin district.
(2) Registration by letter or e-mail: It must be registered before 15:00 on June 27, 2024 (Thursday)
The above registration information is sent to the Board Affairs Office of the Company by letter or email (see "6. Other Matters" for the address).
(3) The method of participation of Hong Kong shareholders is also shown in the Hong Kong Shareholder Circular and related announcement documents.
6. other matters
(I) to attend the meeting of the shareholders of accommodation and transportation costs.
(II) Meeting Contacts
Contact address: No.18 Zhangjiang Road, Pudong New Area, Shanghai
Contact Department: SMIC Board Affairs Office
Zip Code: 201203
Contacts: Wen Jiehan and Hu Zhoumei
Tel: 021-20812800
Email: ir@smics.com
It is hereby announced.
Board of Directors of SMIC International Manufacturing Co., Ltd.
6 June 2024
Annex 1: Power of Attorney
Annex 1: Power of Attorney
Power of Attorney
SMIC International Integrated Circuit Manufacturing Co., Ltd:
I hereby entrust Mr. (Madam) to represent the unit (or myself) to attend the meeting on June 28, 2024
The company's 2024 annual general meeting of shareholders held on the day of the year, and the exercise of voting rights on behalf of the company.
Number of common shares held by the principal:
Number of preferred shares held by the principal:
Principal Shareholder Account No:
Serial Number Non-Cumulative Voting Bill Name Agree Against Abstention
1 Review and consideration of the 2023 annual report (including the year ended 2023
Audited consolidated financial statements for the year ended December 31, 2012, Dong
report and auditor's report).
2.00 re-election of directors
2.01 re-elects Dr Lau Xun-fung as Executive Director
2.02 re-election of Dr Chan Shan-chi as non-executive Director
2.03 re-election of Dr. Renda Fan as Independent Non-Executive Director
3 Consider and approve the renewal of the 2024 auditor.
4 Consider and approve the 2023 profit distribution plan.
5 Consider and approve the company and its subsidiaries to carry out hedging business.
6 Granting the Board of Directors general authority to allot, issue and dispose of the Company
Additional ordinary shares, not exceeding the number already on the date of this resolution.
20% of the total number of shares issued.
7 Grant the Board of Directors general authorization to repurchase the Company's Hong Kong shares, number
ObjectiveNo more than the number of Hong Kong shares issued on the date of the passage of this resolution.
Purpose of 10%.
8 Enlargement of the power granted to the Board of Directors to exercise the power to distribute, issue and dispose of this
The number of additional Hong Kong shares of the company, not exceeding the number of shares held under Decision 7.
The number of bills bought back.
Signature (Seal) of Principal: Signature of Trustee:
ID No. of Client: ID No. of Trustee:
Date of entrustment:
Remarks:
1. The principal shall choose one of the "agree", "oppose" or "abstain" intentions in the power of attorney and tick "√". 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.
2. If the principal places a "√" in the "abstention" box, it means that the trustee will abstain from voting. Therefore, the vote of the principal will not be counted in the number of votes for or against the relevant resolution. Abstentions will be counted in determining the presence or absence of a quorum. The Company will not include abstentions in calculating the majority of votes required to pass the resolution.
Ticker Name
Percentage Change
Inclusion Date