Notice on convening the 2015 Annual General Meeting

Updated date:2016/4/25 下午 03:28:19

Stock Code: 002105                               securities referred to: Nobutaka Industry                            Announcement Number: 2016-024

 HL CORP(SHENZHEN) , Ltd.

Notice on convening the 2015 Annual General Meeting

The Company and all members of the Board to ensure that the information disclosed is true, accurate, complete, not false, misleading statements or material omissions.

The  HL CORP(SHENZHEN) , Ltd. (hereinafter referred to as the "Company"), the 16th Meeting of the Fourth board of directors, the company is scheduled for May 24, 2016 held the 2015 Annual General Meeting, notice of the matter of the general meeting of shareholders as follows:

 

 

 

First, the basic situation of meeting of:

  (A), meeting time:

1, on-site meeting time: 2016 Nian 5 Yue 24 Ri (Xingqi Er) 14:00;

2, Internet voting time: May 23, 2016 - May 24, 2016. Among them, the Internet voting through the Shenzhen Stock Exchange trading system specific time: May 24, 2016 9: 30-11: 30 and 13: 00-15: 00; voting through the Shenzhen Stock Exchange, the specific Internet voting system time: any time at 15:00 on May 23, 2016 to at 15:00 on May 24, 2016 period;

(Ii), Convenor: Board of Directors

    (Iii), meeting legal compliance: compliance with this meeting, "People's Republic of China Company Law" and other laws, administrative regulations, departmental rules and regulations, regulatory documents and the company "Articles of Association".

(Iv) Venue: Bao'an District Songgang Township Bi-head third Industrial District, Shenzhen (Songgang Song Fu Ping Road, turn right onto Avenue about 200 meters before the line) Nobutaka company's new office building, Building A, Conference Room

(V), the meeting: The meeting of shareholders to take on-site voting and Internet voting combination, the company will be through the Shenzhen Stock Exchange trading system and the Internet voting system (http://wltp.cninfo.com.cn) provide network form to all shareholders voting platform in the equity registration day for all shareholders in the register can be exercised within the time internet voting system through the right to vote or participate in shareholders' meetings exercise their voting rights. The right to vote can only select the same scene in one or Internet voting. The first ballot the same voting rights to the first duplicate voting results shall prevail.

(F), to attend the meeting to:

(F), to attend the meeting to:

      1, to shareholders of record on May 18, 2016 in the afternoon, closing the China Securities Depository and Clearing Corporation, Shenzhen Branch of the registered shareholders of the Company are entitled to attend the shareholders' meeting and may attend the meeting and voting in writing an agent the proxies need not be shareholders of the company.东。

2, company directors, supervisors and senior management personnel.           3, the company hired a lawyer;

(Vii) to shareholders of record date: May 18, 2016

Second, the meeting considered the matter:

 

1, consider the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Report of the Board of Directors' motion

"Independent directors debriefing report 2015 annual report to the Board."

2, consider the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Report of the Board of Supervisors," the motion

3, consider the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Financial Report," the motion

4, to consider "the next three years (2015-2017) shareholder return plan," the motion

5, consider the " HL CORP(SHENZHEN) , Ltd. 2015 profit distribution and reserve capitalization plan," the motion

6, consider "Ruihua on the reappointment of Certified Public Accountants (special general partner) for the company's 2016 annual audit agency," the motion

7, to consider "on the 2016 annual routine related party transactions," the motion

8, consider "Company of the Year 2015 directors, supervisors and senior management remuneration," the motion

9, consider the "Company 2015 annual report and its summary," the motion

10 to consider the motion "on the  HL CORP(SHENZHEN) , Ltd. intends to apply for 2016 year bank line of credit," the

11 to consider the motion "on Taicang  HL CORP car expected Ltd. to the banks for credit financing to provide security," the

12, consider the "Proposal of Electing the fifth non-independent Board of Directors"

12.01, the election Mr. Liao Xuejin 5th Board of non-independent directors

12.02, elected Ms. Chen Xue 5th Board of non-independent directors

12.03, elected Mr. Liao Lake of the 5th Board of non-independent directors

12.04, elected Mr. Liaoxue Sen 5th Board of non-independent directors

12.05, elected Ms. Liao Beijun 5th Board of non-independent directors

12.06, elected Mr. Zhuangxian Yu 5th Board of non-independent directors

12.07, elected Mr. Jiang Shaogang 5th Board of non-independent directors

13, consider the "Proposal of Electing the fifth independent directors of"

13.01, elected Ms. Liang Xia independent directors of the 5th

13.02, elected Ms. Wei Tianhui independent directors of the 5th

13.03, elected Mr. Wang Zhaowen independent directors of the 5th

13.04, elected Mr. Liu Shuang independent directors of the 5th

14 to consider "on the election of the fifth shareholders Supervisory Board of Supervisors on behalf of the company"

14.01, the Fifth Supervisory Committee elected Ms. Huangxiu Qing shareholder representative supervisor

14.02, elected Ms. Mok Hongmei the Fifth Board of Supervisors shareholder representative supervisor

Special Note:

1, the first 1 and 3 to 7, 9 to 10 motion Fourth Board of Directors has the 15th meeting, detailed disclosure in the "Securities Times" and the huge influx of information network April 15, 2016 related bulletin board resolution; paragraph 2 has been the fourteenth meeting of the fourth Board of Supervisors considered and adopted, as detailed disclosure of April 15, 2016 in the "Securities times" and the huge influx of information network of the relevant resolutions of the Supervisory Board announcement; item 8 wherein the motion "2015 annual company directors, senior management remuneration," the motion fourth Board of directors has the 15th meeting, detailed disclosure of April 15, 2016 in the "Securities Times" and the huge influx of information network of the relevant resolutions of the Board announcement, "company of the year 2015 supervisor salary" has been the fourteenth meeting of the fourth Board of supervisors considered and adopted, as detailed disclosure of April 15, 2016 in the "Securities times" and the huge influx of information network of the relevant resolutions of the Supervisory Board announcement; the 11th to 13 fourth Board of Directors proposal has adopted the sixteenth session, as detailed in the relevant disclosure of the Board of Directors, "Securities Times" and the huge influx of information network of the announcement of the resolutions April 25, 2016; item 14 has fourth motion 15th meeting of Board of Supervisors, as detailed disclosure of April 25, 2016 in the "Securities Times" and the huge influx of information network of the relevant resolutions of the Supervisory Board announcement. These matters submitted to shareholders for consideration of the legal procedures, complete information.

2, 12, 13 have adopted the above motion cumulative voting a way that each share shall have the election of directors, supervisors and the same number of voting rights, the shareholders have the right to vote can concentrate, can also be used separately, non-independent directors, independent directors representing shareholders and vote separately. Independent director candidates qualifications and independence subject to approval by the Shenzhen Stock Exchange for the record without objection after the audit, the shareholders' meeting before a vote.

3, in the present meeting of independent directors Ms. Liang Xia, Ms. Wei Tianhui, Mr. Chen and Mr. Gan Yongming road, respectively for the year 2015 debriefing report.

4, above 4,5,6,7,8,11,12,13,14 motion as major issues affecting the interests of small investors, small investors need to separate vote counting, and the results in this annual General Meeting resolutions presented separately bulletin. Small investors are the shareholders other than the shareholders of the following: 1, the listed company directors, supervisors and senior management personnel; 2, alone or together hold more than 5% shareholders of listed company shares.

Third, attended Registration:

1. Registration: May 19, 2016, on the 20th morning 9: 00-11: 30, 14: 00-16: 30

2, registration: Songgang Town BITOU Third Shenzhen City Industrial Zone Secretariat  HL CORP(SHENZHEN) , Ltd. Board of Directors

3, Registration:

(1) individual shareholders to attend the meeting, holding my ID card, shareholder account card, holding the certificate and other registration formalities;

(2) corporate shareholders attending the meeting of the legal representative must hold my ID card, proof of having to prove their legal representative qualification, business license (with official seal), the unit holding the certificate for registration. The meeting was attended by the agent, the agent a written power of attorney must hold my ID card, the legal representative of the legal person according to the law issued by the business license (with official seal), the unit holding the certificate for registration ;

(3) agent based on my ID card, power of attorney, the principal securities account card and shareholding certificates and other registration formalities;

(4) remote shareholders present their take over relevant documents registered letter or fax (to be served or by fax to the company in May 20, 2016 16:30 pm before), we do not accept telephone registration.

Fourth, to participate in Internet voting a specific operational procedures

 

(A) voting through the Shenzhen Stock Exchange trading system program

  1. Voting code: 362 105

 2, the voting referred to as: Nobutaka Vote

 3, polling hours: transactions May 24, 2016, that is 9: 30-11: 30 and 13: 00-15: 00.

 4, shareholders may choose one of two ways to vote through the trading system:

(1) vote by Internet voting securities companies trading terminal dedicated interface.

(2) Securities transaction terminal to specify the code by vote buying commission vote.

 5, through Internet voting securities companies trading terminal interface dedicated voting procedures:

(1) Log Securities trading terminal choose "Internet voting" or "vote" feature column;

(2) Select the company to enter the voting session interface;

(3) Click on "consent" According to the content of the question, "no" or "abstain"; cumulative voting a motion, the election to fill the number of votes.

 6, by securities companies trading terminal to specify the poll commissioned by buying codes voting procedures:

  Total bill

(1) on the polling day, "Nobutaka vote" Digital "yesterday's closing price" shows the present shareholders' meeting for consideration.

(2) trading direction vote should choose "buy."

       (3) Proposal No. fill the shareholders' meeting under the "price commission" item. 1.00 yuan on behalf of motion 1, to 2.00 yuan on behalf of motion 2, and so on. For the election of non-independent directors, independent directors, representing shareholders of the motion, cumulative voting, were elected as non-independent directors of the motion for the election of 12 companies, is the first candidate on behalf of 12.01 yuan, 12.02 yuan on behalf of the second candidate ,So on and so forth. The general meeting of shareholders does not have the total bill. Each proposal should be entrusted with the corresponding prices were declared. The Shareholders' General Meeting corresponds to the "price commission" list is as follows:

Proposal No.

Proposal Title

Order price

1

Consideration of the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Report of the Board of Directors' motion

1.00

2

Consideration of the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Report of the Board of Supervisors," the motion

2.00

3

Consideration of the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Financial Report," the motion

3.00

4

Consider "the next three years (2015-2017) shareholder return plan," the motion

4.00

5

Consideration of the " HL CORP(SHENZHEN) , Ltd. 2015 profit distribution and reserve capitalization plan," the motion

5.00

6

Consideration of "Ruihua on the reappointment of Certified Public Accountants (special general partner) for the company's 2016 annual audit agency," the motion

6.00

7

Consideration "on the 2016 annual routine related party transactions," the motion

7.00

8

Consideration of "2015 Year of directors, supervisors and senior management remuneration," the motion

8.00

9

Consideration, "the company 2015 annual report and its summary," the motion

9.00

10

Consideration of the motion "on the  HL CORP(SHENZHEN) , Ltd. intends to apply for 2016 year bank line of credit," the

10.00

11

Consideration of the motion "on Taicang  HL CORP car expected Ltd. to the banks for credit financing to provide security," the

11.00

12

Consideration "on the election of the fifth session of the board of directors non-independent directors of the motion."

-

12.01

Election of Mr. Liao Xuejin 5th Board of non-independent directors

12.01

12.02

Elected Ms. Chen Xue 5th Board of non-independent directors

12.02

12.03

Elect Mr. Liao Lake of the 5th Board of non-independent directors

12.03

12.04

Elected Mr. Liaoxue Sen 5th Board of non-independent directors

12.04

12.05

Elected Ms. Liao Beijun 5th Board of non-independent directors

12.05

12.06

Elected Mr. Zhuangxian Yu 5th Board of non-independent directors

12.06

12.07

Election of Mr. Jiang Shaogang 5th Board of non-independent directors

12.07

13

Consideration "on the election of the fifth session of independent directors of the motion."

-

13.01

Elected Ms. Liang Xia independent directors of the 5th

13.01

13.02

Elected Ms. Wei Tianhui independent directors of the 5th

13.02

13.03

Elected Mr. Wang Zhaowen independent directors of the 5th

13.03

13.04

Elected Mr. Liu Shuang independent directors of the 5th

13.04

14

Consideration "on the election of the fifth shareholders Supervisory Board of Supervisors on behalf of the company"

-

14.01

Ms. Huang Xiuqing the Fifth Board of Supervisors election shareholder representative supervisor

14.01

14.02

Elected Ms. Mok Hongmei the Fifth Board of Supervisors shareholder representative supervisor

14.02

(4) reporting comments or vote in the election votes, "commission amount" item.

Proposal 1-11 non-cumulative voting proposals, non-cumulative voting for the motion, in the "Number of Shares delegate" entry furnished voting advice: 1 Unit representatives agreed that stock represents 2 against and 3 abstained stock represents.

Not cumulative voting of the motion corresponds voting advice "commission amount" List

Type voting advice

Principal amount

agree

1 shares

Opposition

2shares

Abstain from voting

3shares

Motion 12,13,14 cumulative voting, under the "principal amount" item furnished to a candidate's electoral votes. Shareholders should they have limited electoral votes vote as shareholders cast their electoral votes than the votes have elections, or to vote in competitive elections in more than the number to be elected, the motion of the votes cast in the election It is not considered a valid vote.

Under cumulative voting the number of votes cast for a candidate's election corresponds to the "Number commission" List

Vote for the candidate of the election votes

Principal amount

A candidate votes cast X1

X1shares

B candidate votes cast X2

X2shares

Total

The total number of voting rights held by the shareholders

Proposal 12 non-independent directors 7 elections, the total number of votes of shareholders holding the number of shares owned = × 7; 13 elections bill four independent directors, the total number of votes of shareholders holding the number of shares owned = × 4; 14 election of shareholder representatives motion supervisor 2, the total number of votes of shareholders holding the number of shares owned = × 2; voting rights of all shareholders can use categories to your centralized vote one candidate may be dispersed vote count, but the total number of votes cast for candidates We can not exceed the total number of votes owned by shareholders, the final decision according to how many votes or elected directors representing shareholders, each elected people votes must exceed the minimum to attend the shareholders of the general meeting of shareholders (including shareholders by proxy) half of the total number of shares held. Non-independent directors, independent directors, representing shareholders of votes shall be separately invested candidates' category.

(6) to vote on the same bill for the first time declared effective, and be also withdrawals.

(Ii) through the Internet voting system voting procedures

 1, Internet voting system to vote time is May 23, 2016 (the day before the shareholders 'general meeting) 15:00, and ended May 24, 2016 (end of the day the shareholders' general meeting) 15:00.

      2, shareholders via the Internet voting system for Internet voting is required in accordance with "the Shenzhen Stock Exchange investor network service authentication Operational Guidelines (revised September 2014)," the provisions authentication, obtain "the Shenzhen Stock Exchange digital certificate" or "very good friend the investor service password. "

3, according to shareholder service password or digital certificate acquired http://wltp.cninfo.com.cn can be registered within the specified time to vote through the Shenzhen Stock Exchange Internet voting system.

(C) Other Considerations Internet voting

1, Internet voting not cancellation.

2, vote on the same matter can only vote once declared, repeatedly declared in the first declaration prevail.

3, both the same voting rights and voting through the trading system through the Internet, in order to prevail in the first ballot.

4, a number of proposals during the shareholders' meeting, a shareholder only for one or more of the motion to vote, when the vote count, deemed the shareholders to attend the General Assembly to include the total number of shareholders attending the general meeting of the calculation; for the shareholders did not comment on other motions, as a waiver.

V. Other matters:

1. Meetings Contact: Chen Liqiu, Lin Jiahua

Tel: 0755-27749423-8105 Address: Bao'an District Songgang Township Bi-head third Industrial District,  HL CORP(SHENZHEN) , Ltd. Board Secretariat

Fax: 0755-27746236 Post Code: 518109

2, accommodation and travel expenses of the participants themselves.

Six reference documents:

1. The proposal to convene a resolution of the board and other shareholders' meeting;

2. Other documents required by the Shenzhen Stock Exchange.

                      HL CORP(SHENZHEN) , Ltd. Board of Directors

                          April 25, 2016

 

 

Attachment: "Power of Attorney"

Power of Attorney

__________ Hereby consigned Mr. (Ms.) on behalf of the Company (I) to attend the May 24, 2016 held in  HL CORP(SHENZHEN) , Ltd. 2015 Annual General Meeting, the shareholders' meeting and in accordance with these instructions to vote on the following motion, If not instructed, agents are entitled to vote according to their wishes.

Proposal number

Proposal Name

Voting advice

Agree

Opposition

Abstain from voting

1

Consideration of the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Report of the Board of Directors' motion

 

 

2

Consideration of the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Report of the Board of Supervisors," the motion

3

Consideration of the " HL CORP(SHENZHEN) , Ltd. 2015 Annual Financial Report," the motion

 

 

4

Consider "the next three years (2015-2017) shareholder return plan," the motion

5

Consideration of the " HL CORP(SHENZHEN) , Ltd. 2015 profit distribution and reserve capitalization plan," the motion

6

Consideration of "Ruihua on the reappointment of Certified Public Accountants (special general partner) for the company's 2016 annual audit agency," the motion

7

Consideration "on the 2016 annual routine related party transactions," the motion

8

Consideration of "2015 Year of directors, supervisors and senior management remuneration," the motion

9

Consideration, "the company 2015 annual report and its summary," the motion

10

Consideration of the motion "on the  HL CORP(SHENZHEN) , Ltd. intends to apply for 2016 year bank line of credit," the

11

Consideration of the motion "on Taicang  HL CORP car expected Ltd. to the banks for credit financing to provide security," the

12

Consideration "on the election of the fifth session of the board of directors non-independent directors of the motion."

Cumulative Voting

Agrees votes (shares)

12.01

Election of Mr. Liao Xuejin 5th Board of non-independent directors

12.02

Elected Ms. Chen Xue 5th Board of non-independent directors

12.03

Elect Mr. Liao Lake of the 5th Board of non-independent directors

12.04

Elected Mr. Liaoxue Sen 5th Board of non-independent directors

12.05

Elected Ms. Liao Beijun 5th Board of non-independent directors

12.06

Elected Mr. Zhuangxian Yu 5th Board of non-independent directors

12.07

Election of Mr. Jiang Shaogang 5th Board of non-independent directors

13

Consideration "on the election of the fifth session of independent directors of the motion."

Cumulative Voting

Agrees votes (shares)

13.01

Elected Ms. Liang Xia independent directors of the 5th

13.02

Elected Ms. Wei Tianhui independent directors of the 5th

13.03

Elected Mr. Wang Zhaowen independent directors of the 5th

13.04

Elected Mr. Liu Shuang independent directors of the 5th

14

Consideration "on the election of the fifth shareholders Supervisory Board of Supervisors on behalf of the company"

Cumulative Voting

Agrees votes (shares)

14.01

Ms. Huang Xiuqing the Fifth Board of Supervisors election shareholder representative supervisor

14.02

Elected Ms. Mok Hongmei the Fifth Board of Supervisors shareholder representative supervisor

Principal                 trustee

Principal (name or seal):             Trustee Signature:

Principal business license or ID number:             Trustee ID number:

Principal legal representative signature (stamp):

Number of shares:

Date of Authorization:

Note:

1, in the motion of non-cumulative voting of the corresponding voting advice column with a "" option, choose a limit for each motion, multiple choice, or choose not to use other characters and symbols deemed abstained statistics.

2, taking the cumulative voting system bill, please list the number of shares in each of the motion "voting advice" column fill out consent, otherwise invalid. All shareholders will have the right to vote according to their willingness to invest in a distribution of one or several candidates.

(1) the election of non-independent directors = total number of votes of shareholders holding the number of shares × 7, votes can only invest in the company's independent director candidates;

(2) the total number of independent directors to vote = the number of shares held by shareholders × 4, the number of votes can only invest in the company's independent director candidates;

(3), the election representing shareholders vote = total number of shares held by holders × 2, the number of votes a candidate representing shareholders can only invest in companies.

3, power of attorney and copies are available.

Consider "the next three years (2015-2017) shareholder return plan," the motion



Legal statement

Shenzhen HL Corp are subject to the final approval of the government departments and formal legal documents, HL Corp has the final interpretation, please note。