002155SZSE
🚨 Material Event

Notice of the Second Extraordinary General Meeting of Shareholders in 2026

Hunan Gold Corporation Limited··10 pages

✨ AI Summary

Hunan Gold Corporation is convening its Second Extraordinary General Meeting of Shareholders on July 29, 2026. The meeting will discuss proposals including the company's issuance of shares to purchase assets and raise supporting funds, among other matters. Shareholders can vote in person or via online platforms.

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EGM-ONLINE

The Company will hold the 2nd Extraordinary General Meeting of 2026 at 14:30 on 29 July 2026. Meeting agenda: 1. Plan for the connected transactions regarding assets purchase via share offering and matching fund raising 1.1. Overall plan for the transaction 1.2. Transaction method, underlying assets and transaction counterparties 1.3. Transaction price and payment method 1.4. Assets purchase via share offering: stock type, par value and listing place 1.5. Assets purchase via share offering: issue price, pricing base date and pricing basis 1.6. Assets purchase via share offering: issuing targets and volume 1.7. Assets purchase via share offering: lockup period arrangement 1.8. Assets purchase via share offering: attribution of the profits and losses of the underlying assets during the transitional period 1.9. Assets purchase via share offering: contractual obligations and liabilities for breach of contract of handling the transfer of the ownership of relevant assets 1.10. Assets purchase via share offering: arrangement for the accumulated retained profits 1.11. Assets purchase via share offering: valid period of the resolution 1.12. Matching fund raising: stock type, par value and listing place 1.13. Matching fund raising: issuing targets and method 1.14. Matching fund raising: issue price, pricing base date and pricing basis 1.15. Matching fund raising: total amount of the matching funds to be raised and issuing volume 1.16. Matching fund raising: lockup period arrangement 1.17. Matching fund raising: purpose of the matching funds to be raised 1.18. Matching fund raising: arrangement for the accumulated retained profits 1.19. Matching fund raising: valid period of the resolution 2. Report (draft) on the connected transactions regarding assets purchase via share offering and matching fund raising and its summary 3. The transaction is in compliance with relevant laws and regulations 4. The transaction is in compliance with Articles 11, 43 and 44 of the Management Measures on Major Assets Restructuring of Listed Companies 5. The transaction is in compliance with Article 4 of Listed Companies Regulation Guidance No. 9 - Regulatory Requirements for Planning and Implementing Major Assets Restructuring of Listed Companies 6. The occasions prohibiting issuance of stocks to specific parties as provided for by Article 11 of the Management Measures on Securities Issuance and Registration of Listed Companies do not exist in this case 7. The relevant parties of the transaction are qualified to participate in the major assets restructuring according to Article 12 of Listed Companies Regulation Guidance No.7 - Regulation of Abnormal Stock Trading in Listed Companies Related to Major Assets Restructuring and Article 30 of the Shenzhen Stock Exchange Listed Companies Self-regulation Guidelines No. 8 - Major Asset Restructuring 8. Independence of the evaluation institution, rationality of the evaluation hypothesis, correlation between the evaluation method and evaluation purpose, and fairness of the evaluated price 9. Audit report, pro forma review report and asset evaluation report related to the transaction 10. The transaction constitutes a connected transaction 11. The transaction constitutes a major assets restructuring but not a listing by restructuring 12. Conditional agreement on assets purchase via share offering to be signed 13. Conditional agreement on performance commitments and compensation to be signed 14. Diluted immediate return after the transaction and filling measures 15. Statement on the compliance and completeness of the legal procedure of the transaction and the effectiveness of the legal documents submitted 16. Statement of the board on assets purchase and sale within 12 months prior to the transaction 17. The Company's stock price fluctuation for the 20 trading days before the announcement of the transaction 18. Confidentiality measures and system adopted for the transaction 19. Statement on whether there is a direct or indirect paid employment of other third-party institutions or individuals for the transaction 20. Shareholder return plan for the next three years from 2026 to 2028 21. Exemption of relevant parties from the tender offer obligation according to relevant regulations 22. Authorization to the board to handle matters regarding the connected transaction of assets purchase via share offering and matching fund raising 23. Amendments to the raised funds management system 24. Addition of the post of vice chairman of the board and amendments to the Company's articles of association and its annexes 25. Formulation of the remuneration management system for directors and senior management 26. 2026 remuneration plan for directors and senior management Meeting attendees: 1. A-share holders registered at CSDC Shenzhen after the close of trading on 23 July 2026 are entitled to vote. Original notarized power of attorney for voting is required. 2. Directors of the board, supervisors of the supervisory committee, senior executives and appointed lawyers are entitled to attend the meeting. Registration period: from 28 July 2026 to 28 July 2026 The Company's shareholder may choose to vote online via the trading system of Shenzhen Stock Exchange or via the website of http://wltp.cninfo.com.cn. Part I Voting via the trading system Voting date: 29 July 2026 Voting code:362155 Voting abbreviation:Hunan Gold voting Voting process: 1. To input the "buy" instruction to begin voting 2. To input the serial number of the Investors Meeting proposals under the item of "subscription price" "1 share" for voting for, "2 shares" for voting against and "3 shares" for "abstention". Part II Voting via the internet Shareholders may choose the CA (certification authority) or service password for identity verification. As to the service password, shareholders may apply for a password on the website http://www.szse.cn or http://wltp.cninfo.com.cn. Voting period: from 29 July 2026 to 29 July 2026.

Provided by Shenzhen Stock Exchange

Full Translation

AI Translation· gemini_document

Securities Code: 002155

Securities Abbreviation: Hunan Gold

Announcement Number: Lin 2026-54

Hunan Gold Corporation

Notice of the Second Extraordinary General Meeting of Shareholders in 2026

The Company and all members of the Board of Directors and senior management guarantee the truthfulness, accuracy, and completeness of the information disclosed, and shall bear joint liability for any false records, misleading statements, or major omissions in the announcement.

I. Basic Situation of the Meeting

  1. Session of the Shareholders' Meeting: The Second Extraordinary General Meeting of Shareholders in 2026

  2. Convenor of the Shareholders' Meeting: The Board of Directors

  3. The convening and holding of this meeting comply with the "Company Law of the People's Republic of China," the "Shenzhen Stock Exchange Stock Listing Rules," the "Shenzhen Stock Exchange Listed Company Self-Regulatory Guidelines No. 1 - Norms for the Operation of Main Board Listed Companies," and other relevant laws, administrative regulations, departmental rules, normative documents, and the "Articles of Association."

  4. Meeting Time:

(1) On-site Meeting Time: July 29, 2026, 14:30

(2) Online Voting Time: The specific time for online voting through the Shenzhen Stock Exchange system is 9:15-9:25, 9:30-11:30, 13:00-15:00 on July 29, 2026; the specific time for voting through the Shenzhen Stock Exchange Internet Voting System is any time between 9:15 and 15:00 on July 29, 2026.

  1. Meeting Method: A combination of on-site voting and online voting. The Company will provide an online voting platform for all shareholders through the Shenzhen Stock Exchange trading system and the Internet Voting System (http://wltp.cninfo.com.cn). Shareholders can exercise their voting rights through the above systems during the online voting period. Each voting right can only choose one voting method, either on-site voting or online voting. If there is a duplicate vote for the same voting right, the result of the first vote shall prevail.

  2. Equity Registration Date for the Meeting: July 23, 2026

  3. Attendees:

(1) Shareholders who hold shares of the Company or their authorized representatives on the equity registration date. The equity registration date for this meeting is July 23, 2026. All shareholders registered with China Securities Depository and Clearing Corporation Limited Shenzhen Branch as of the closing of the market at 15:00 on this equity registration date are entitled to attend the shareholders' meeting and may, in writing, authorize an agent to attend the meeting and vote. The shareholder's agent does not need to be a shareholder of this Company.

(2) Some directors and senior management personnel of the Company.

(3) Lawyers hired by the Company.

(4) Other personnel who should attend the shareholders' meeting according to relevant regulations.

  1. Meeting Location: Meeting Room 17, 217 Renmin East Road, Section 2, Changsha Economic and Technological Development Zone.

II. Matters to be Reviewed at the Meeting

  1. Proposal List for this Shareholders' Meeting

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