Stock code: 002490 Stock abbreviation: Shandong Molong Announcement number: 2021-056
The Company and all members of the Board of Directors warrant that the contents of the announcement are true, accurate and complete and that there are no misrepresentations, misleading statements or material omissions.
On September 9, 2021, the 10th Extraordinary Meeting of the 6th Board of Directors of Shandong Molong Petroleum Machinery Co., Ltd. (hereinafter referred to as the "Company") deliberated and passed the "Proposal on Convening the Second Extraordinary General Meeting of Shareholders in 2021". It has been decided to convene the Second Extraordinary General Meeting of Shareholders of the Company for 2021 on Tuesday, October 12, 2021, and hereby notifies the relevant matters as follows:
First, the basic situation of convening the meeting
1. Session of the General Meeting of Shareholders: The second Extraordinary General Meeting of Shareholders of the Company in 2021
2. Convener of the meeting: the board of directors of the company
3. Legitimacy and compliance of the meeting: The convening of the shareholders' meeting complies with relevant laws, administrative regulations, departmental rules, normative documents and the company's articles of association.
4. Date and time of the meeting:
(2) The online voting time is:
Voting time using the Shenzhen Stock Exchange trading system: October 12, 2021 9:15-9:25, 9:30-11:30 and 13:00-15:00
The time of adopting the Internet voting system of The Shenzhen Stock Exchange (http://wltp.cninfo.com.cn) is 9:15-15:00 on October 12, 2021
5. The way of convening the meeting: The shareholders' meeting adopts a combination of on-site voting and online voting
6. Date of Record: September 27, 2021 (Monday)
7. Participants:
(1) A-share shareholders: As of the close of the Shenzhen Stock Exchange on the afternoon of September 27, 2021 (Monday), all A-share shareholders of the company registered with the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd., the shareholders may appoint a proxy to attend the meeting and participate in the voting, and the agent may not be a shareholder of the company;
(2) H-share shareholders: The Company will issue a separate notice on the Stock Exchange of Hong Kong Limited;
(3) Directors, supervisors and senior management of the company;
(4) The meeting witness lawyer hired by the company.
8. Meeting place: Company conference room, No. 999 Wensheng Street, Shouguang City, Shandong Province.
2. Matters to be considered at the Meeting
1. Proposal on the election of non-employee representative supervisors of the Seventh Board of Supervisors
1.1. Elect Mr. Lin Jun as a non-employee representative supervisor of the seventh board of supervisors of the company
1.2. Elect Mr. Liu Cheng'an as a non-employee representative supervisor of the seventh board of supervisors of the company
The above proposal adopts the cumulative voting method, that is, each share has the same voting rights as the number of supervisors to be elected, and the voting rights owned by the shareholders can be used collectively or separately, but shall not exceed the maximum limit corresponding to the number of votes of the supervisors they have, otherwise the vote on the proposal is invalid and is regarded as abstention.
In the above proposal, the candidate supervisors shall obtain more than 1/2 of the total number of voting shares held by shareholders (including shareholders' proxies) present at the shareholders' general meeting (whichever is the number of shares not accumulated) to be elected.
3. Proposal coding
Table 1: Sample table of proposal codes for this shareholders' meeting
4. Method of registration for meetings
1. Registration method
(1) A-share shareholders:
1) Natural person shareholders must register with their own IDENTITY card and shareholder account card; if the agent entrusts the meeting, he must register with the agent's own IDENTITY card, power of attorney and shareholder account card;
2) If a legal person shareholder is attended by the legal representative, he or she shall register with a copy of the business license (stamped with the company's official seal), the legal representative's identity certificate and the shareholder's account card; if the agent entrusted by the legal representative attends the meeting, he shall register with the agent's own ID card, a copy of the business license (stamped with the company's official seal), the power of attorney and the shareholder account card.
(2) H-share shareholders: The Company will issue a separate notice on the Stock Exchange of Hong Kong Limited.
2. Registration time
(1) A-share shareholders: Shareholders who intend to attend the company's second extraordinary general meeting of shareholders in 2021 must go through the registration procedures 24 hours before the general meeting of shareholders.
3. Place of registration
(1) A-share shareholder: The office of the board of directors on the third floor of the company, No. 999 Wensheng Street, Shouguang City, Shandong Province.
V. The specific operation process for shareholders to participate in online voting
The shareholders' meeting provides all shareholders with a voting platform in the form of an online, and shareholders can participate in voting through the Shenzhen Stock Exchange trading system and the Internet voting system (http://wltp.cninfo.com.cn), and the specific operation process of online voting is detailed in the annex.
6. Other matters
1. Contact information
Contact: Zhao Xiaotong
Contact number: 0536-5100890
Fax: 0536-5100888
Address: No. 999 Wensheng Street, Shouguang City, Shandong Province Zip Code: 262700
2. It is expected that the shareholders' meeting will last for half a day, and the shareholders attending the meeting will be responsible for their own food, accommodation and transportation expenses.
7. Documents for reference
1. Resolution of the tenth extraordinary meeting of the sixth board of directors of the company;
2. Resolution of the fourth extraordinary meeting of the sixth session of the board of supervisors of the company.
Notice is hereby given.
Appendix 1: Receipt of receipt and power of attorney of the Company's Second Extraordinary General Meeting of Shareholders in 2021;
Annex II: Operating Procedures for Shareholders to Participate in Online Voting.
Board of Directors of Shandong Molong Petroleum Machinery Co., Ltd
2September 9, 2019
Annex I
Shandong Molong Petroleum Machinery Co., Ltd
Receipt of the Second Extraordinary General Meeting of Shareholders in 2021
Note: Newspaper clippings, photocopies or homemade copies of the above receipts are valid.
Power of Attorney for the Second Extraordinary General Meeting of Shareholders in 2021
As a shareholder of Shandong Molong Petroleum Machinery Co., Ltd. (hereinafter referred to as the "Company"), I hereby entrust Mr. (Ms.) (ID number: ) to represent myself (the Company) at the 2nd Extraordinary General Meeting of Shareholders of 2021 held by the Company on Tuesday, October 12, 2021, to exercise the right to vote on behalf of me (the Company) on behalf of the number of shares held by me (the Company) at the meeting, and to vote in accordance with the following voting instructions:
Annex II
The operating procedures for shareholders to participate in online voting
At the shareholders' meeting, the company will provide shareholders with an online voting platform, and shareholders can participate in voting through the Shenzhen Stock Exchange trading system or the Internet voting system (address http://wltp.cninfo.com.cn).
1. Procedures for online voting
1. Voting code and voting abbreviation of common stock: The voting code is "362490", and the voting abbreviation is "Molong Voting".
2. Fill in the number of voting opinions or election votes
2. Procedures for voting through the trading system of the Shenzhen Stock Exchange
1. Voting time: October 12, 2021 (Tuesday) trading hours, that is, 9:15-9:25, 9:30-11:30 and 13:00-15:00.
2. Shareholders can log in to the trading client of the securities company and vote through the trading system.
3. Voting procedures through the Internet voting system of the Shenzhen Stock Exchange
1. The Internet voting system starts voting at 9:15 a.m. on October 12, 2021 and ends at 3:00 p.m. on October 12, 2021.
2. For shareholders to vote online through the Internet voting system, they need to apply for identity authentication in accordance with the provisions of the "Shenzhen Stock Exchange Investor Network Service Identity Authentication Business Guidelines (Revised in 2016)" and obtain the "Shenzhen Stock Exchange Digital Certificate" or "Shenzhen Stock Exchange Investor Service Password". The specific identity authentication process can be accessed in the Http://wltp.cninfo.com.cn Rules guidelines section of the Internet voting system.
3. Shareholders can log in to the http://wltp.cninfo.com.cn vote through the Internet voting system of the Shenzhen Stock Exchange within the specified time according to the service password or digital certificate obtained.
Stock code: 002490 Securities abbreviation: Shandong Molong Announcement number: 2021-054
Announcement of the resolution of the fourth extraordinary meeting of the sixth session of the Board of Supervisors
The Company and all members of the Supervisory Board warrant that the contents of the announcement are true, accurate and complete, and that there are no false statements, misleading statements or material omissions.
1. The convening of the meeting of the board of supervisors
The fourth extraordinary meeting of the 6th Supervisory Board of Shandong Molong Petroleum Machinery Co., Ltd. (hereinafter referred to as the "Company") was issued on September 3, 2021 by written delivery or email, and was held by communication at 10:00 a.m. on September 9, 2021 in the company's conference room. This meeting should be 3 supervisors, and 3 supervisors should be actually present. The meeting was presided over by Mr. Wei Zhaoqiang, Chairman of the Supervisory Board. The convening of this meeting complies with the relevant provisions of the Company Law and the Articles of Association of the Company, and is legal and effective.
2. Deliberations at the meeting of the board of supervisors
The supervisors attending the meeting deliberated and voted on the relevant proposals and passed the following resolutions:
1. With the result of 3 votes in favor, 0 votes against and 0 abstentions, the "Proposal on the Early Election of the Board of Supervisors and the Nomination of Candidates for Non-Employee Representative Supervisors of the Seventh Board of Supervisors" was deliberated and passed.
Agreed to elect and nominate Mr. Lin Jun and Mr. Liu Cheng'an as candidates for non-employee representative supervisors of the seventh board of supervisors of the company, and jointly formed the seventh board of supervisors of the company together with the employee representative supervisors elected by the company's employee representative congress. The seventh board of supervisors of the company is composed of 3 supervisors, including 1 employee representative supervisor and 2 non-employee representative supervisors, with a term of three years.
The proposal has yet to be submitted to the Company's second Extraordinary General Meeting of Shareholders in 2021 for consideration, and in accordance with the Articles of Association of the Company, the election of non-employee representative supervisors shall be voted on by cumulative voting system.
2. With 3 votes in favor, 0 votes against and 0 abstentions, the "Proposal on Proposing to the Board of Directors to Convene an Extraordinary General Meeting of Shareholders" was deliberated and passed.
In accordance with the Company Law and the Articles of Association of the Company, the term of office of the Sixth Supervisory Board of the Company will expire in December 2021. In order to improve the corporate governance structure and ensure the effective decision-making and stable development of the company, the board of supervisors intends to conduct a new election in advance, and agrees to propose to the board of directors to convene an extraordinary general meeting of shareholders to deliberate and elect non-employee representative supervisors of the seventh board of supervisors.
3. Documents for reference
1. Resolution of the Fourth Extraordinary Meeting of the Sixth Board of Supervisors.
This is hereby announced.
Supervisory Board of Shandong Molong Petroleum Machinery Co., Ltd
Stock code: 002490 Securities abbreviation: Shandong Molong Announcement number: 2021-053
Announcement of the resolution of the tenth extraordinary meeting of the sixth board of directors
The Company and all members of the Board of Directors warrant that the contents of the announcement are true, accurate and complete and that there are no misrepresentations, misleading statements or material omissions.
1. The convening of the board of directors meeting
The 10th Extraordinary Meeting of the 6th Board of Directors of Shandong Molong Petroleum Machinery Co., Ltd. (hereinafter referred to as the "Company") was issued on September 3, 2021 by written delivery or email, and was held on September 9, 2021 at 2:00 pm in the Company's conference room by on-site meeting and communication. The meeting was presided over by Mr. Yang Yunlong, the chairman of the company, the meeting should be 8 directors, 8 directors, and some supervisors and senior management of the company attended the meeting as observers. The convening of this meeting complies with the relevant provisions of the Company Law and the Articles of Association of the Company, and is legal and effective.
2. Deliberations of the board of directors meeting
The directors attending the meeting deliberated and voted on the relevant proposals and passed the following resolutions:
1. With 8 votes in favor, 0 votes against and 0 abstentions, the "Proposal on the Proposal of the Board of Supervisors to Convene an Extraordinary General Meeting of Shareholders" was deliberated and passed.
In view of the fact that the board of supervisors of the company held a meeting on the same day to deliberate and pass the proposal on the early election of the board of supervisors and the nomination of candidates for non-employee representative supervisors of the seventh board of supervisors, and proposed to the board of directors of the company to convene an extraordinary general meeting of shareholders to consider the election of non-employee representative supervisors of the seventh board of supervisors. After review, the board of directors of the company believes that the matters proposed by the board of supervisors to the board of directors to convene an extraordinary general meeting of shareholders are legal and compliant, and the matters submitted to the shareholders' general meeting for consideration belong to the deliberation authority of the shareholders' general meeting, so the board of directors agreed to convene an extraordinary shareholders' meeting to deliberate and elect non-employee representative supervisors of the board of supervisors.
2. With 8 votes in favor, 0 votes against and 0 abstentions, the "Proposal on Convening the Second Extraordinary General Meeting of Shareholders in 2021" was deliberated and passed.
The Board of Directors of the Company agreed to convene the Company's Second Extraordinary General Meeting of Shareholders in 2021 on Tuesday, October 12, 2021 at 2:00 p.m. in the Company's conference room, and the notice of the Extraordinary General Meeting of Shareholders is detailed in the Notice on convening the Second Extraordinary General Meeting of Shareholders in 2021 (Announcement No. 2021-056) disclosed by the Company on the same day on the information disclosure website Juchao Information Network (http://www.cninfo.com.cn).
1. Resolution of the 10th Extraordinary Meeting of the Sixth Board of Directors.
Stock code: 002490 Securities abbreviation: Shandong Molong Announcement number: 2021-055
Announcement on the early election of the Supervisory Board
The original term of office of the 6th Supervisory Board of Shandong Molong Petroleum Machinery Co., Ltd. (hereinafter referred to as the "Company") will expire in December 2021. According to the proposal of the controlling shareholder Shouguang Molong Holdings Co., Ltd. and the shareholder Shandong Zhimeng Holdings Co., Ltd., in order to improve the corporate governance structure and ensure the effective decision-making and stable development of the company, the company's supervisory board intends to conduct an early election.
On September 9, 2021, the Company held the fourth extraordinary meeting of the Sixth Board of Supervisors to deliberate and pass the "Proposal on the Early Election of the Board of Supervisors and the Nomination of Candidates for Non-employee Representative Supervisors of the Seventh Board of Supervisors", and the specific contents are hereby announced as follows:
After the nomination of the shareholders of the company and the review of the qualifications of the nominees, the board of supervisors agreed to nominate Mr. Lin Jun and Mr. Liu Cheng'an as candidates for non-employee representative supervisors of the seventh session of the board of supervisors of the company, and the candidates' resumes are attached.
The proposal has yet to be submitted to the Company's second Extraordinary General Meeting of Shareholders in 2021 for consideration and will be elected by cumulative voting. After the above two candidates for supervisors are deliberated and approved by the shareholders' general meeting, they will jointly form the seventh board of supervisors of the company together with the employee representative supervisors elected by the company's employee representative meeting, and the seventh board of supervisors of the company is composed of 3 supervisors, including 1 employee representative supervisor and 2 non-employee representative supervisors, and the term of office is three years from the date of deliberation and approval by the shareholders' general meeting.
After the completion of the change of the board of supervisors, Mr. Wang Minghua and Mr. Liu Bo will no longer serve as supervisors of the company, and the board of supervisors of the company will thank Mr. Wang Minghua and Mr. Liu Bo for their contributions to the work of the company and the board of supervisors during their tenure as supervisors of the company!
In order to ensure the normal operation of the board of supervisors, before the new board of supervisors takes office, all the supervisors of the sixth board of supervisors of the company will still faithfully and diligently perform the obligations and duties of the supervisors in accordance with the provisions of laws, administrative regulations, departmental rules, normative documents and the Articles of Association of the Company.
Attachment: Resume of the candidate for the non-employee representative supervisor of the Seventh Board of Supervisors
1. Lin Jun, a candidate for non-employee representative supervisors
Mr. Lin Jun, male, Chinese nationality, Han ethnicity, born in March 1979, member of the Communist Party of China, graduated from East China University of Political Science and Law, master's degree. He has won the honors of Outstanding Party Member of Shanghai Municipal Bureau of Justice, Advanced Individual of Judicial Administration System of Jiading District, Shanghai, and Nominee of Shanghai Top Ten Outstanding Young Lawyers. He is currently a partner of Shanghai Magnolia Law Firm, a member of The Youth Federation of Jing'an District, Shanghai, the chairman of the Supervisory Board of Shangying Global Co., Ltd., and a director of TATA Health International Holdings Co., Ltd.
Up to now, Mr. Lin Jun does not directly or indirectly hold the shares of the Company, and there is no relationship with the shareholders, actual controllers and other directors, supervisors and senior management personnel of the Company who hold more than 5% of the shares of the Company; his qualifications comply with the relevant provisions of the Company Law, the Articles of Association of the Company and the Guidelines for the Standardized Operation of Listed Companies on the Shenzhen Stock Exchange, and there is no situation of being included in the list of untrustworthy persons subject to enforcement and being subject to joint disciplinary action He has not been punished by the China Securities Regulatory Commission or other relevant departments or punished by the stock exchange. There is no circumstance in which the stock exchange publicly determines that it is not suitable to serve as a supervisor of a listed company.
2. Liu Cheng'an, a candidate for non-employee representative supervisors
Mr. Liu Cheng'an, male, Chinese nationality, Han ethnicity, born in March 1973, member of the Communist Party of China, doctor of law, has served as vice president of the Shandong Provincial High People's Court, senior judge of the third level, etc., and is currently a teacher of the Law School of Shandong Jianzhu University, a director of the Shandong Engineering Law Research Association, and the vice president of the Shandong Insurance Law Research Association.
Up to now, Mr. Liu Cheng'an does not directly or indirectly hold the Company's shares, and there is no relationship with the shareholders, actual controllers and other directors, supervisors and senior management personnel of the Company who hold more than 5% of the Company's shares; his qualifications comply with the relevant provisions of the Company Law, the Articles of Association of the Company and the Guidelines for the Standardized Operation of Listed Companies on the Shenzhen Stock Exchange, and there is no situation of being included in the list of judgment defaulters and being subject to joint disciplinary action He has not been punished by the China Securities Regulatory Commission or other relevant departments or punished by the stock exchange. There is no circumstance in which the stock exchange publicly determines that it is not suitable to serve as a supervisor of a listed company.