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Jilin Zixin Pharmaceutical Co., Ltd. Announcement on Holding the Third Extraordinary General Meeting of 2014
The company and all members of the board of directors guarantee that the content of the information disclosure is true, accurate and complete, and there are no false records, misleading statements or major omissions.
Jilin Zixin Pharmaceutical Co., Ltd. (hereinafter referred to as "the company") The 18th meeting of the 5th Board of Directors and the 11th meeting of the 5th Board of Supervisors considered relevant matters, in accordance with the "Company Law" and "Articles of Association" After deliberation and approval by the board of directors and the board of supervisors, it shall be submitted to the shareholders' meeting for deliberation. After the deliberation and approval of the 18th meeting of the fifth board of directors, it is decided to hold the third extraordinary shareholders meeting of 2014 on September 19, 2014. The notice of matters is as follows:
First, the basic situation of the meeting:
1. The holding time of this general meeting of shareholders
On-site meeting time: 9:00 am, Friday, September 19, 2014.
Online voting time: The specific time for online voting through the Shenzhen Stock Exchange trading system is: September 19, 2014, 9:30-11:30 am, 13:00-15:00 pm; Internet voting through the Shenzhen Stock Exchange The specific time for the system to vote is: any time during the period from 15:00 on September 18, 2014 to 15:00 on September 19, 2014.
2. Equity registration date: September 16, 2014
3. Meeting place: Meeting room on the first floor of the company, No. 137, Dongtoudao Street, Nanguan District, Changchun City
4. Convener of the meeting: the board of directors of the company
5. Meeting mode: This general meeting of shareholders adopts a combination of on-site voting and online voting.
The company will provide a voting platform in the form of a network to the shareholders of the company through the Shenzhen Stock Exchange trading system and the Internet voting system. Shareholders can exercise voting rights through the above system within the online voting time. The same voting right can only choose one of on-site voting and online voting. . Among them, online voting includes two voting methods: the securities trading system and the Internet system. The same stock can only choose one of them. In the case of repeated voting, the result of the voting shall be subject to the first valid vote.
6. Meeting attendees:
Second, the meeting topics:
(1) Proposal for deliberation at the meeting
1. Review the “Proposal on the Company's Compliance with the Conditions for Non-Public Issuance of Stocks to Specific Targets”
2. Review the Proposal on the Company's Non-public Issuance of Stocks
(1) Type of stock issued and face value
(2), distribution method and release time
(3), issue price and pricing principles
(4), issue object and subscription method
(5), the number of issues
(6), pricing base date
(7), limited sales period
(8), listing location
(9) The amount of funds raised
(10) Use of raised funds
(11), the distribution plan of the accumulated profits before the non-public issuance
(12) The validity period of this non-public offering of shares
3. Review of the “Proposal of the Company's 2014 Non-public Issuance of Stocks”
4. To consider the Proposal on the Feasibility Analysis Report on the Use of Raised Funds by the Company for Non-Public Issuance of Stocks
5. To consider the “Proposal on Signing the Share Subscription Contract with the Condition of the Company and the Non-Public Issuance Objects”
(1) The company and Shanghai Hung Ho Asset Management Co., Ltd. signed a conditional share subscription agreement
(2) The company and Beijing Fude Shubang Investment Center (Limited Partnership) signed a conditional share subscription agreement
(3) The company and the Foshan Science and Technology Incubation Partnership (Limited Partnership) signed a conditional subscription agreement
(4) The company and Ms. Zhong Guilan signed a conditional subscription agreement
(5) The company and Ms. Li Ziying signed a conditional subscription agreement
(6) The company and Ms. Guo Hua signed a conditional subscription agreement
6. To consider the “Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors to Handle the Non-public Issuance of Stocks by the Company to Specific Targets”
7. Review the Proposal on the Report on the Use of the Previously Raised Funds of the Company
8. Review the “Proposal on the Relevant Transactions of Non-public Issuance of Shares”
9. Review the Proposal of the Company's Shareholder Dividend Return Plan for the Next Three Years (2014-2016)
10. Review the Proposal on Amending the <Articles of Association>
11. Review of the Proposal on the First Phase of the Construction Project of the Pharmaceutical Industrial Park of the Company
The above proposals 2, 3, 4, 9, and 10 shall be considered and approved by a special resolution at the general meeting of shareholders, and shall be approved by more than two-thirds (including) of the total number of shares with valid voting rights held by shareholders attending the general meeting of shareholders. 3, 4, 5, 6, 8, 9 for small and medium-sized investors holding 5% or less to vote separately, small and medium investors refer to shareholders other than shareholders who individually or collectively hold more than 5% of the listed company's shares, The company will publicly disclose the results of the separate counting.
The contents of the above-mentioned proposals were published on Securities Times, China Securities Journal, Shanghai Securities News, Securities Daily and China Securities Regulatory Commission's designated information disclosure website (http:/ published on September 4, 2014). /www.cninfo.com.cn).
Third, attend the meeting:
1. As of the close of trading at 15:00 on September 16, 2014, the shareholders of the company registered in the China Securities Depository and Clearing Corporation Shenzhen Branch are eligible to participate in or entrust an agent to participate in this general meeting.
2. Directors, supervisors and senior management personnel of the company.
3. The lawyer hired by the company.
Fourth, the registration method:
1. Registration procedures:
a) The legal person shareholder shall go through the registration formalities with the unit certificate, the legal representative's power of attorney, the equity certificate and the client's ID card;
b) The natural person shareholder must hold his ID card and securities account card; authorize the agent to hold the identity card, the power of attorney, and the client's securities account card for registration. Off-site shareholders can register by letter or fax.
2. Place of registration and place of power of attorney:
Jilin Zixin Pharmaceutical Co., Ltd. (Address: No. 137, Dongtoudao Street, Nanguan District, Changchun City) Please indicate the words "Shareholders' Meeting" on the letter, Zip code: 130041
3. Registration time: September 17-18, 2014 (8:30-11:30 am, 14:00-16:30 pm)
V. Operating procedures for participating in online voting
1. Voting procedure using voting by trading system
(1) The time for the online voting by the Shenzhen Stock Exchange trading system at this extraordinary general meeting is 9:30-11:30 am and 13:00-15:00 pm on September 19, 2014. The voting procedure is based on Shenzhen Securities. Exchange new shares subscription business operations.
(2) Voting code: 362118 Vote abbreviation: Zixin vote
(3) The specific procedures for shareholder voting are:
1 buying and selling direction is buy