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BaTeLab Co., Ltd. — AGM Information 2025
Jun 6, 2025
50401_rns_2025-06-06_25b80db3-b482-4d13-90fd-2707924d45a1.pdf
AGM Information
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.
BaTelab
BaTeLab Co., Ltd.
蘇州貝克微電子股份有限公司
(A joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2149)
NOTICE OF 2024 AGM
NOTICE IS HEREBY GIVEN that BaTeLab Co., Ltd. (the “Company”) will hold its annual general meeting for 2024 (the “AGM”) at the Room 220, Building 12B, Zilang Technology City, Chongchuan District, Nantong, Jiangsu Province, the PRC at 10:30 a.m. on Friday, 27 June 2025 for the Shareholders to consider and approve the following resolutions:
ORDINARY RESOLUTIONS
- To consider and approve the resolution on the report on the work of the Board of Directors for 2024 of the Company.
- To consider and approve the resolution on the report on the work of the Supervisory Committee for 2024 of the Company.
- To consider and approve the resolution on the 2024 annual report of the Company.
- To consider and approve the resolution on the audited financial statements for 2024 of the Company.
- To consider and approve the resolution on the profit distribution plan for 2024 of the Company.
- To consider and approve the resolution on the appointment of auditor for 2025 of the Company.
- To consider and approve the resolution on the application for a bank credit line for 2025 of the Company.
- To consider and approve the resolution on the election of the non-independent Directors of the second session of the Board of Directors:
8.1. To elect Mr. Li Zhen as an executive Director.
8.2. To elect Mr. Zhang Guangping as an executive Director.
8.3. To elect Mr. Li Yi as an executive Director.
8.4. To elect Mr. Kong Jianhua as a non-executive Director.
- To consider and approve the resolution on the election of the independent Directors of the second session of the Board of Directors:
9.1 To elect Mr. Zhao Heming as an independent non-executive Director.
9.2 To elect Mr. Wen Chengge as an independent non-executive Director.
9.3 To elect Mr. Ma Ming as an independent non-executive Director.
9.4 To elect Ms. Kang Yuanshu as an independent non-executive Director.
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To consider and approve the resolution on the remuneration plan of the second session of the Board of Directors.
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To consider and approve the resolution on the amendments to the internal corporate governance systems.
SPECIAL RESOLUTIONS
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To consider and approve the resolution on the abolishment of the Supervisory Committee and the amendments to the Articles of Association.
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To consider and approve the resolution on the amendments to the Rules of Procedure for the Shareholders' Meetings.
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To consider and approve the resolution on the amendments to the Rules of Procedure for the Board Meetings.
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To consider and approve the resolution on the grant of the general mandate to the Board to issue Shares.
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To consider and approve the resolution on the grant of the general mandate to the Board to repurchase H Shares.
By order of the Board
BaTeLab Co., Ltd.
Mr. Li Zhen
Chairman
Suzhou, the PRC, 6 June 2025
As at the date of this notice, the Board comprises Mr. Li Zhen, Mr. Zhang Guangping and Mr. Li Yi as executive Directors; Mr. Kong Jianhua as non-executive Director; and Mr. Zhao Heming, Mr. Wen Chengge, Mr. Ma Ming and Ms. Kang Yuanshu as independent non-executive Directors.
Notes:
(a) Details of the resolutions are set out in the Company’s circular dated 6 June 2025. Unless otherwise stated, capitalized terms used in this notice shall have the same meanings as those used in the circular.
(b) Individual Shareholders attending the AGM in person shall present their personal identity cards or other valid documents or certificates for identification and stock account card; proxies attending the AGM shall present their valid personal identity cards and the authorization letters from the Shareholders. Legal person Shareholders shall be represented by their legal representatives or proxies entrusted by their legal representatives to attend the AGM. Legal representatives attending the AGM shall present their personal identity cards and valid documents that can prove their identities as the legal representatives; proxies authorized to attend the AGM shall present their personal identity cards and the written authorization letters legally issued by the legal representatives of legal person Shareholders.
(c) Any Shareholder entitled to attend and vote at the AGM may appoint one or more persons (if the Shareholder holds two or more issued Shares), whether or not such person is a Shareholder of the Company, to act as his/her/its proxy(ies) to attend and vote on behalf of him/her/it at the AGM.
The instrument appointing a proxy must be in writing under the hand of the Shareholder or his/her attorney duly authorized in writing. In case of corporate Shareholders, the instrument must be executed either under its common seal or under the hand of its Director(s) or its attorney duly authorized in writing.
If the instrument appointing the proxy is signed by an attorney of the appointer, the power of attorney or other document of authority under which the instrument is signed shall be notarially certified and shall be delivered together with the form of proxy. The form of proxy, together with a notarially certified copy of the power of attorney or other authorization document, must be lodged with the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (in respect of H Shareholders), or the Company's Board Office at Building 1, No. 150 Jici Road, Science and Technology Town, Gaoxin District, Suzhou, Jiangsu Province, the PRC (in respect of Unlisted Domestic Shareholders) not later than 24 hours before the time designated for holding the AGM or any adjournment thereof (as the case may be), i.e. by 10:30 a.m. on Thursday, 26 June 2025 to be valid.
In case of registered joint holders of any Shares, one of the registered joint holders can vote on such Shares in person or by a proxy as the only holder entitled to vote. However, if one or more registered joint holders attend the AGM in person or by proxy, only the vote of the person whose name appears first in the register of members relating to the joint holders (in person or by proxy) will be accepted as the only vote of the joint holders.
Completion and return of the form of proxy will not preclude you from attending and voting in person at the AGM or any adjournment thereof should you so wish at that time. In this case, the power of attorney will be deemed to have been revoked.
Pursuant to Rule 13.39(4) of the Listing Rules, any vote by Shareholders at the general meetings must be taken by poll. Therefore, the resolutions proposed at the AGM shall be voted by way of poll. The results of such poll will be published on the Company's website at www.batelab.com and the website of the Hong Kong Stock Exchange at www.hkexnews.hk after the AGM.
(d) For the purpose of determining the entitlement of Shareholders to attend and vote at the AGM, the registration of Share transfers will be closed from Tuesday, 24 June 2025 to Friday, 27 June 2025 (both days inclusive), during which no Share transfers will be made. To be eligible to attend and vote at the AGM, all the completed transfer documents together with the relevant Share certificates must be lodged with the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (in respect of H Shareholders) or the Company's Board Office at Building 1, No. 150 Jici Road, Science and Technology Town, Gaoxin District, Suzhou, Jiangsu Province, the PRC (in respect of Unlisted Domestic Shareholders) not later than 4:30 p.m. on Monday, 23 June 2025 for registration. Shareholders whose names appear on the Company's register of members on Friday, 27 June 2025 are entitled to attend and vote at the AGM.
(e) Shareholders attending the AGM shall be responsible for their own traveling and accommodation expenses.
Shareholders may contact the Company's Board Office at +86 0512 6808 8056 for any queries regarding the AGM.
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