Announcement of resolution of the second extraordinary General Meeting in 2023

release time:

2023-09-06 14:37

AnnouncementNumber: 2023-023

Stock code: 832316                  Securities abbreviation: Tim Zheng Biotech                Host brokerage: Shenwan Hongyuan underwriting sponsor

 

Jilin Tianzheng Biotechnology Co., Ltd

Announcement of resolution of the second extraordinary General Meeting in 2023

 

The Company and all members of the Board of Directors warrant that the content of the announcement is true, accurate and complete, and there are no false records, misleading statements or material omissions, and assume individual and joint legal responsibility for the authenticity, accuracy and completeness of its content.

 

1. The convening and attendance of the meeting
(1) Information on the convening of the meeting
1. Meeting Date: September 4, 2023
2. Meeting place: Conference room on the third floor of the company
3. Meeting method: √ On-site voting □ Network voting □ Other voting methods
4. Convenor: Board of Directors
5. Moderator: Chairman CAI Tiyuan
6. Explanation of legality and compliance of the convening situation:
The convening and holding of this general meeting of shareholders is in accordance with the Company Law, Securities Law and other relevant laws, administrative regulations, departmental rules, normative documents and the provisions of the Articles of Association.

(2) Attendance at the meeting
A total of 7 shareholders attended or authorized to attend the general meeting of shareholders, holding a total of 60,116,268 shares of voting rights, accounting for 53.20% of the total number of voting shares of the Company.
(3) The attendance of directors, supervisors and senior managers of the company at shareholders' meetings without voting rights
1. The company has 5 directors in office and 5 non-voting participants;
2. There are 3 supervisors in the company and 3 non-voting participants;
3. The secretary of the board of directors of the company attended the meeting;
4. Senior management of the company attended the meeting.

2. Deliberation of bills
(1) To examine and approve the motion on amending the Articles of Association
1. Contents of the motion:
Due to the business needs of the company, it is proposed to amend the Articles of Association as follows:
Before change: Catalogue of articles of Association of Jilin Tianzheng Pharmaceutical Co., LTD
Chapter I Article 1 The Articles of Association are formulated in accordance with the Company Law of the People's Republic of China (the Company Law) and other laws and regulations and other relevant provisions in order to safeguard the legitimate rights and interests of the shareholders and creditors of Jilin Tianzheng Pharmaceutical Co., LTD. (hereinafter referred to as the "Company Law") and regulate the organization and conduct of the Company.
Chapter I Article 3 Registered name of the company: Jilin Tianzheng Pharmaceutical Co., LTD
After the change: Jilin Tianzheng Biotechnology Group Co., LTD
Chapter I Article 1 In order to safeguard the legitimate rights and interests of the shareholders and creditors of Jilin Tianzheng Biotechnology Group Co., LTD. (hereinafter referred to as the "Company") and regulate the organization and conduct of the Company, the Company shall, in accordance with the provisions of the People's Republic of China
The Company Law of the PRC (hereinafter referred to as the "Company Law") and other laws and regulations and other relevant provisions to formulate the Articles of Association.
Chapter I Article 3 Company registered name: Jilin Tianzheng Biotechnology Group Co., LTD
2. Motion voting result:
60,116,268 ordinary shares agreed, representing 100% of the total number of voting shares at the shareholders' meeting;
The number of opposing shares is 0 shares, accounting for 0% of the total number of voting shares at the shareholders' meeting; The number of abstentions is 0 shares, accounting for the capital
0% of the total number of voting shares at the next general meeting.
This motion relates to a matter of special resolution, which is passed by more than two-thirds of the voting rights held by the shareholders already present at the meeting.
3. Recusal from voting
None.

(2) Deliberating and adopting the Motion on the Proposed Change of the Full Name of the Company
1. Contents of the motion:
Due to the business needs of the company, it is proposed to change the name of the company from "Jilin Tianzheng Biotechnology Co., LTD." to "Jilin Tianzheng Biotechnology Group Co., LTD.", and the specific change is subject to the review of the industrial and commercial department.
2. Motion voting result:
60,116,268 ordinary shares agreed, representing 100% of the total number of voting shares at the shareholders' meeting; The number of opposing shares is 0 shares, accounting for 0% of the total number of voting shares at the shareholders' meeting; The number of abstentions is 0 shares, accounting for 0% of the total number of voting shares at the shareholders' meeting.
3. Recusal from voting
None.

3. File directory for reference
Resolution of the Second Extraordinary Shareholders' Meeting in 2023 of Jilin Tianzheng Biotechnology Co., LTD.

 


Jilin Tianzheng Biotechnology Co., LTD
Board of directors
September 4, 2023