冰山B:关于召开2023年度股东大会的通知(英文)

查股网  2024-04-26  冰山冷热(000530)公司公告

Stock Code: 000530; 200530 Notice No: 2024-014Short Form of the Stock: Bingshan; Bingshan B

Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd.Notice on Holding 2023 Shareholders’ General Meeting

The Company and its whole members of Board of Directors ensure that the public notice is real,accurate and complete, and there are no any fictitious statements, serious misleading orimportant omissions carried in this notice.I. Particulars about holding the meeting

1. The period of board session: The 2023 Shareholders’ General Meeting

2. Convener: The Board of Directors of the Company, holding the Shareholders’ General Meetingafter the deliberation of 20

th Meeting of 9

thSession of the Board.

3. The meeting is in line with the relevant laws and administrative regulations, departmental rulesand regulations, regulatory documents and relevant provisions of articles of association of theCompany

4. Date of the meeting:

(1) On-site meeting: 3:00 pm, May 23, 2024

(2) Internet polling: the poll through network via trading system of SZSE will be at 9:15-9:25,9:30-11:30 am and 1:00-3:00 pm dated May 23, 2024; any time from 9:15 am to 3:00 pm dated May 23,2024 will available for polling through internet poll system of SZSE.

5. Way of holding: On-site votes plus network polling .The Company will provide a voting as aninternet form to whole shareholders through the trading system and internet poll system(http://wltp.cninfo.com.cn) of SZSE. Shareholders should participate in voting any time in thenetwork polling during the above mentioned time period.

6. Record date of the meeting

The record date of the meeting was May 16, 2024. B shareholders who wanted to attend the meetingshould buy shares of the Company no later than May 13, 2024.

7. Attendance

(1) All shareholders of the Company whose names appear on the register of the Shenzhen Branchof China Securities Depository and Clearing Corporation Limited while the close of trading at noonon record date. The above mentioned shareholders of the Company have the right to attend themeeting, they can attend the meeting through proxy by trust deed and shareholder of the Companywouldn’t be necessary as the proxy.The shareholders who should avoid voting on the meeting, shall not accept entrustment of othershareholders to vote.

(2) Directors, supervisors and senior executives of the Company

(3) Attorney engaged by the Company

(4) Other people the Board of Directors of the Company agreed to attend

8. Place of the meeting

The conference room of the CompanyII. Particulars about examination of the meeting

Code of proposalThe content of proposalThe column can vote
100general proposal ,including all of the following proposals
Non-cumulative voting proposal
1.002023 Work Report of the Board of Directors of the Company
2.002023 Work Report of the Supervisory Committee of the Company
3.002023 Financial Settlement Report of the Company
4.002023 Profit Distribution Plan of the Company
5.002023 Annual Report of the Company
6.00Report on Authorizing the Chairman of the Board and the Company’s Management to Apply for the Bank Line of Credit and Bank Line of Loan for the year 2024
7.00Report on Estimating Routine Associated Transactions for the year 2024
7.01Report on Estimating Routine Associated Transactions for the year 2024 with Bingshan Group Co., Ltd and its holding subsidiary.
7.02Report on Estimating Routine Associated Transactions for the year 2024 with the company directly or indirectly controlled by Panasonic Holdings Corporation
7.03Report on Estimating Routine Associated Transactions for the year 2024 with other related parties
8.00Report on Engaging Auditors for the Company in 2024
9.00Report on the amendment of the articles of Association
10.00Report on the formulate of Rules for the Implementation of the Cumulative Voting System
11.00Report on the Shareholder Return Plan for the next three years (2024-2026) of Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd.
12.00Report on the sale of Guotai Junan shares
13.00Report on the election of directors of the ninth Board of Directors of the Company
13.01Elected Mr. Cai Liyong to be director
13.02Elected Mr. Kinoshita Ayumu to be director
14.00Report on A motion on requesting the General meeting of shareholders to authorize the Board of Directors to handle matters related to small-amount rapid financing

Among the proposals, proposal 7 belonged to a related transaction, and the related shareholdersshould avoid voting on the meeting. Proposals 9, 11 and 14 must be passed by more than two-thirdsof the votes held by the shareholders present at the meeting.The independent directors’ report on their work for 2023 will be heard in the shareholders’ generalmeeting of the Company.Details of the proposal could be found in the notice on resolution of the Board of Directors publishedin China Securities and http://www.cninfo.com.cn/ on April 26, 2024.III. Registration way of spot meeting

1. Registration way

(1) Personal ID card accompanied by the shareholding certificates and stock account card must betaken for individual shareholders. If attended the meeting by proxy, the attendant must hold the IDcopy of the client, power of attorney, shareholding certificates, stock account card along with agent’sID card for registration;

(2) For corporate shareholders, the copy of the business license, certificate of identity of the legalrepresentative, power of attorney, shareholding certificates along with ID of proxy must be necessary.

(3) The shareholders in other places can register in way of letter, fax or e-mail.

(4) Registration time

From May 17, 2024 to May 23, 2024 until the host announced the end of the meeting registrationon the spot meeting

(5) Place of registration

The Securities and Legal Affairs Department of the Company

2. Contact way of the meeting

Contact telephone number: (86-411)-87968822Fax: (86-411)-87968125Contact Person: Ms. Du YuContact Address: 106 Liaohe East Road, Dalian Economic and Technological Development ZoneSecurities and Legal Affairs Department, Bingshan Refrigeration & Heat Transfer Technologies Co.,Ltd.Post Code: 116630The spot meeting will be a period of half a day. Transportation and boarding expenses for attendanceshall be paid by the participants themselves.IV. Operational process of network pollingIn the shareholders’ general meeting, shareholders can participate in voting through the tradingsystem and internet polling system (http://wltp.cninfo.com.cn) of Shenzhen Stock Exchange. (Moredetails please see the attachment 1)V. Documents available for reference

1. Resolution and Announcement documents of the 14

th Meeting of 9

thSession of the Board of theCompany.

2. Other relevant documents according to the SZSE.

Board of Directors of Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd.April 26, 2024

Operational process of network polling

I. The process of network polling

1. Voting code: 360530; Voting abbreviation: “Bingshan voting”

2. The proposal and vote opinion

The proposal is not the cumulative voting proposal. Fill the vote opinion for, against or abstention.

3. The shareholder vote for general proposal means the same voting result for all proposals.If the shareholder voted for general proposal and for individual proposal at the same time, the firsteffective voting should prevail. If the shareholder voted for general proposal after relevant proposalvoting, the voting result for relevant proposal should prevail, and other un-voted proposals wouldbase on the result voting for general proposal. If voted for relevant proposal after voting for generalproposal, the result voting for general proposal should prevail.II. Vote via trading system of SZSE

1. Voting period: 9:15-9:25 am, 9:30-11:30 am, 1:00-3:00 pm May 23, 2024

2. Shareholders can participate in voting through the trading system.

III. Voting via internet poll system

1. Voting period: The voting via internet poll system will start at 9:15 am and close at 3:00 pm onMay 23, 2024.

2. Shareholders voting via internet poll system, according to the regulation of BusinessImplementation of Network Service Identity Verification for Investors of SZSE, shareholders mustchoose the digital certificate or service password for identity verification.

3. The shareholders may vote on-line via logging in http://wltp.cninfo.com.cn with service passwordor digital certificate.

Authorized Letter of Attorney

Hereby entrust Mr. /Ms. to attend the 2023 Shareholders’ General Meeting ofBingshan Refrigeration & Heat Transfer Technologies Co., Ltd. on behalf of himself or herself andexecute vote rights on behalf.

Consigner (signature): ID No. of consigner:

Shareholder account No. of consigner:

Amount of shares held by consigner: A/B

Consignee: ID No. of consignee:

Date of entrustment:

The term of validity for the entrustment:

Consigner (signature or seal):

Consignee (signature):

The exercise of voting rights are as follows(The attorney should be filled by “√” in votingresult)

Code of proposalThe content of proposalsType of voting result
ForAgainstAbstention
1.002023 Work Report of the Board of Directors of the Company
2.002023 Work Report of the Supervisory Committee of the Company
3.002023 Financial Settlement Report of the Company
4.002023 Profit Distribution Plan of the Company
5.002023 Annual Report of the Company
6.00Report on Authorizing the Chairman of the Board and the Company’s Management to Apply for the Bank Line of Credit and Bank Line of Loan for the year 2024
7.00Report on Estimating Routine Associated Transactions for the year 2024
7.01Report on Estimating Routine Associated Transactions for the year 2024 with Bingshan Group Co., Ltd and its holding subsidiary.
7.02Report on Estimating Routine Associated Transactions for the year 2024 with the company directly or indirectly controlled by Panasonic Holdings Corporation
7.03Report on Estimating Routine Associated Transactions for the year 2024 with other related parties
8.00Report on Engaging Auditors for the Company in 2024
9.00Report on the amendment of the articles of Association
10.00Report on the formulate of Rules for the Implementation of the Cumulative Voting System
11.00Report on the Shareholder Return Plan for the next three years (2024-2026) of
Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd.
12.00Report on the sale of Guotai Junan shares
13.00Report on the election of directors of the ninth Board of Directors of the Company
13.01Elected Mr. Cai Liyong to be director
13.02Elected Mr. Kinoshita Ayumu to be director
14.00Report on A motion on requesting the General meeting of shareholders to authorize the Board of Directors to handle matters related to small-amount rapid financing

附件:公告原文