| Full text of information |
1、 Basic information of the meeting
In order to better meet the needs of investors, in accordance with the Law of the People's Republic of China on Securities Investment Funds (hereinafter referred to as the "Fund Law"), the Administrative Measures for the Operation of Publicly Offered Securities Investment Funds (hereinafter referred to as the "Operating Measures") and the Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Funds (hereinafter referred to as the "Fund Contract"), the fund manager of the China Sea Tianrui Regular Open Hybrid Securities Investment Fund (hereinafter referred to as the "Fund"), China Sea Fund Management Co., Ltd. (hereinafter referred to as the "Fund Manager"), and the fund custodian of the Fund, Agricultural Bank of China Limited (hereinafter referred to as the "Fund Custodian") Through consensus, it was decided to convene a general meeting of fund share holders of the Fund in the form of communication meeting to consider the Proposal on Termination of Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund. The meeting is arranged as follows:
1. Meeting method: communication meeting.
2. The voting time of the meeting is from May 28, 2024 to 17:00, June 26, 2024 (the voting time is subject to the time when the Fund Manager receives the votes).
3. Place of delivery of voting tickets for conference communication:
Fund Manager: China Shipping Fund Management Co., Ltd
Office address: Room 2905-2908 and 30/F, No. 68, Yincheng Middle Road, Pudong New Area, Shanghai
Postal code: 200120
Contact: Wu Tianyi
Tel: (021) 38429808; 400-888-9788 (toll free)
Please indicate on the surface of the envelope: "For voting purposes only at the general meeting of fund share holders of China Sea Tianrui Regular Open Hybrid Securities Investment Fund".
2、 Matters to be considered at the meeting
The matters to be considered at this shareholders' meeting are the Proposal on Terminating the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund (see Annex I).
3、 Equity registration date of the general meeting of fund unit holders
The equity registration date of this meeting is May 27, 2024, that is, after the end of trading hours in the afternoon of that day, all fund unit holders of the Fund registered in the Fund's registration authority enjoy the voting rights of this meeting.
4、 Voting method
1. See Annex II for the paper votes of this meeting. Fund share holders may cut and copy the votes from relevant newspapers or log on to the Fund Manager's website (www.zhfund. com) to download and print the votes.
2. Fund share holders shall fill in relevant contents in accordance with the requirements of the voting vote, including:
(1) If an individual investor votes by himself/herself, he/she shall sign on the voting ticket and provide copies of the front and back of his/her ID card;
(2) If institutional investors vote on their own, they need to affix their official seal or authorized business seal (hereinafter collectively referred to as "official seal") on the votes, and provide a copy of the business license affixed with the official seal (public institutions, social organizations or other units can use the registration certificate of public institutions as legal persons affixed with the official seal, the approval document or the copy of the registration certificate of the competent department, etc.); If a QFII votes on its own, it shall affix its official seal (if any) or have its authorized representative sign on the vote (if no official seal), and provide copies of the authorized representative's ID card, passport or other identity documents, The power of attorney signed by the QFII or other documents certifying that the authorized representative has the right to sign the vote on behalf of the QFII, as well as copies of the QFII's business license, business registration certificate or other valid registration certificates, And copies of the documents certifying the qualification of qualified foreign institutional investors;
(3) The Fund Unitholders may authorize other individuals or institutions to vote on their behalf at this General Meeting of Fund Unitholders in accordance with the provisions of Section 5 of this Announcement. If the agent accepts the proxy vote authorized by the fund share holder, the agent shall sign or seal on the vote, and provide the original of the power of attorney and the identity certificate of the fund share holder and the agent or the qualification certificate of the institution subject as specified in "Section 5 (3) Authorization Method" of this announcement.
(4) The official seal, approval, account opening certificate and registration certificate in the above items shall be subject to the approval of the Fund Manager.
3. The Fund Unitholders or their agents shall deliver the completed votes and relevant documents to the following addresses by hand and mail from May 28, 2024 to 17:00 on June 26, 2024 (the voting time shall be subject to the time when the Fund Manager receives the votes):
Fund Manager: China Shipping Fund Management Co., Ltd
Office address: Room 2905-2908 and 30/F, No. 68, Yincheng Middle Road, Pudong New Area, Shanghai
Postal code: 200120
Contact: Wu Tianyi
Tel: (021) 38429808; 400-888-9788 (toll free)
5、 Authorization
In order to facilitate the Fund Unitholders to have as many opportunities as possible to participate in this meeting and enable the Fund Unitholders to fully express their will at this meeting, the Fund Unitholders can not only vote directly, but also authorize others to vote on their behalf at the Fund Unitholders' meeting. In accordance with the provisions of laws and regulations and the provisions of the Fund Contract, the Fund Unitholders' authorization of others to vote at the Fund Unitholders' General Meeting shall comply with the following rules:
（1） Client
The Fund Unitholders of the Fund may entrust others to exercise their voting rights at the General Meeting of Fund Unitholders on their behalf from the date of this announcement.
Whether the fund unit holders hold fund units on the equity registration date and the amount of fund units they hold shall be subject to the registration of the registration authority.
（2） Agent
The Fund Unitholders may entrust the Fund Manager of the Fund and other institutions and individuals in line with the law to exercise the voting rights on behalf of the Fund Unitholders at this general meeting.
（3） Authorization mode
For the sample of the power of attorney, see Annex III of this announcement. Fund share holders can obtain the sample of the power of attorney by cutting, copying or logging on to the fund manager's website to download (www.zhfund. com).
1. If the individual fund unit holder entrusts others to vote, the agent shall provide the original of the power of attorney completed and signed by the principal (refer to the sample in Annex III for the format of the power of attorney), and provide the copy of the individual identity document of the fund unit holder. If the agent is an individual, a copy of the agent's identity document shall also be provided. If the agent is an institution, it is also required to provide a copy of the business license with the official seal of the agent (public institutions, social organizations or other units can use the certificate of registration of public institutions with the official seal, the approval document or the copy of the registration certificate of the competent department, etc.).
2. If the institutional fund unit holder entrusts others to vote, the agent shall provide the original power of attorney completed by the principal (refer to the sample in Annex III for the format of the power of attorney) and affix the official seal of the institution on the power of attorney, A copy of the business license affixed with the official seal of the fund unit holder of the institution shall be provided (public institutions, social organizations or other units may use the certificate of registration of public institutions as legal persons affixed with the official seal, the approval document or the copy of the registration certificate of the competent department, etc.). If the agent is an individual, a copy of the agent's identity document shall also be provided; If the agent is an institution, it is also required to provide a copy of the business license with the official seal of the agent (public institutions, social organizations or other units can use the certificate of registration of public institutions with the official seal, the approval document or the copy of the registration certificate of the competent department, etc.). If a QFII entrusts others to vote, the proxy shall sign or seal on the vote, and provide copies of the QFII's business license, business registration certificate or other valid registration certificates, And the copies of the supporting documents for obtaining the qualification of Qualified Foreign Institutional Investor and the original of the completed power of attorney (refer to the sample in Annex III for the format of the power of attorney). If the agent is an individual, copies of the agent's ID card, passport or other identity documents shall also be provided; If the agent is an institution, it is also required to provide a copy of the agent's business license stamped with the official seal (public institutions, social organizations or other units can use the public institution legal person registration certificate stamped with the official seal, the approval document of the competent department or the copy of the registration certificate, etc.).
The official seal, approval, account opening certificate and registration certificate in the above items shall be subject to the approval of the Fund Manager.
3. Rules for determining the validity of authorization
(1) If the same fund unit has been authorized in an effective way for several times, the last authorization shall prevail. If the authorization is given in an effective way for several times at the same time, if the authorization expression is consistent, the consistent authorization expression shall prevail. If the authorization expression is inconsistent, it shall be deemed as invalid authorization.
(2) If the principal fails to specify its voting opinions in the expression of authorization, it shall be deemed that the principal authorizes the agent to exercise voting rights according to the will of the agent. If the principal expresses multiple voting opinions in the expression of authorization, it shall be deemed as invalid authorization.
(3) If the trustor not only authorizes the proxy but also delivers the valid vote, the valid vote of the trustor shall prevail.
6、 Conditions for the convening of the meeting and the entry into force of the resolution
The conditions for convening this meeting are: if I directly issue written opinions or authorize others to issue written opinions, the fund units held by fund unit holders shall not be less than 1/2 (including 1/2) of the total fund units on the equity registration date;
The number of votes required in this meeting is: The Proposal on Termination of the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund shall be valid only after more than 2/3 (including 2/3) of the voting rights held by the fund unit holders or their agents attending the meeting are passed;
The Fund Manager shall, within five days from the date of adoption, report to the CSRC for the record the matters approved by the General Meeting of Fund Unitholders. Matters decided at the general meeting of fund share holders shall take effect from the date of voting. Where laws and regulations provide otherwise, such provisions shall prevail.
7、 Vote counting
1. The vote counting method of this communication meeting is: two supervisors authorized by the Fund Manager will count the votes under the supervision of the authorized representative of the Fund Custodian (Agricultural Bank of China Limited), and the notary organ will notarize the vote counting process. If the Fund Custodian refuses to send representatives to supervise the counting of votes on written voting opinions, the counting and voting results will not be affected.
2. Each fund unit held by the fund unit holders of the Fund shall have the same voting rights.
3. The validity of votes is determined as follows:
(1) If the votes are delivered to the fund manager specified in this announcement by hand or by mail, the voting time shall be subject to the time of receipt. If it is delivered to the fund manager after 17:00 on June 26, 2024, it is invalid to vote.
(2) Determination of the validity of votes
If the votes are filled in completely and clearly, the documents provided comply with the provisions of the notice of the meeting, and they are delivered to the fund manager specified in the announcement before the deadline, they are valid votes. The effective votes shall be included in the corresponding voting results according to the voting opinions, and the fund units represented by them shall be included in the total number of fund units voted at the general meeting of fund unit holders.
If the voting opinions on the voting votes are not elected, multiple-choice, ambiguous, illegible, or unable to judge or contradict each other, but other items comply with the provisions of the notice of the meeting, it shall be deemed as abstention from voting, counted into the valid voting votes, and counted into the corresponding voting results as "abstention", The fund units they represent shall be included in the total number of fund units voted at the general meeting of fund unit holders.
If the signature or seal on the voting ticket is incomplete and unclear, or fails to provide valid documents to prove the identity of the fund share holder or the agent's effective authorization, or fails to reach the fund manager specified in this announcement before the deadline, the voting ticket is invalid. Invalid votes shall not be included in the total number of fund units voted at the general meeting of fund unit holders.
If fund share holders submit votes repeatedly, if the voting opinions of each vote are the same, it shall be deemed as the same vote. If the voting opinions of each vote are different, it shall be handled according to the following principles:
1) If the time of service is not the same day, the valid vote filled in by the last one shall prevail, and the vote served first shall be deemed to have been withdrawn.
2) If the delivery time is the same day, it shall be deemed that different votes have been made on the same vote, which shall be counted as abstention votes.
3) The time of delivery shall be determined according to the following principles: the actual time of delivery shall prevail if delivered by hand, and the time of receipt by the fund manager specified in this announcement shall prevail if mailed.
8、 The second convening of the general meeting of fund unit holders and the second authorization
If the Fund Unitholders who directly give their written opinions or authorize others to give their written opinions on behalf of them hold less than half of the total Fund units on the equity registration date, and this meeting of Fund Unitholders fails to be held successfully, the Fund Manager may, three months after the time of the announced meeting of Fund Unitholders The Fund Unitholders' Meeting shall be convened for the second time within six months on the proposal considered at this meeting.
The fund unit holders' meeting convened for the second time can be convened only after checking and summarizing the vouchers of fund units held on the equity registration date presented by the participants, which show that the fund units corresponding to all valid vouchers are not less than one-third (including one-third) of the total fund units on the equity registration date. When the Fund Unitholders' Meeting is convened for the second time, unless otherwise specified in the authorization document, all kinds of authorizations made by the Fund Unitholders during the authorization period of the Fund Unitholders' Meeting are still valid. However, if the authorization method changes or the Fund Unitholders re authorize, the latest method or authorization shall prevail, For details, please refer to the notice of the second general meeting of fund unit holders issued at that time.
9、 Relevant bodies of the conference
1. Convener (Fund Manager): China Shipping Fund Management Co., Ltd
Contact: Wu Tianyi
Tel: (021) 38429808
Customer service telephone: 400-888-9788 (toll free)
E-mail: wuty@zhfund.com
Website: www.zhfund.com
2. Fund Custodian: Agricultural Bank of China Limited
3. Notary office: Shanghai Dongfang Notary Public Office
Contact: Lynch
Tel: (021) 62154848
4. Law firm: Shanghai Yuantai Law Firm
10、 Important tips
1. For the explanation of this proposal, please refer to Annex IV "Explanation on Matters Related to Termination of Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund".
2. When submitting the votes, the fund share holders are requested to give full consideration to the time in transit by mail and send out the votes in advance.
3. The Fund Manager will continuously publish relevant advisory announcements within 2 working days after the announcement, and please pay attention to the necessary explanations on the relevant situation of the general meeting of holders.
4. The relevant announcements of the above fund share holders' meeting can be viewed through the website of China Overseas Fund Management Co., Ltd. (www.zhfund. com). If investors have any questions, they can call the fund manager's customer service hotline 400-888-9788 (toll free) for consultation.
5. The relevant contents of this announcement shall be interpreted by China Overseas Fund Management Co., Ltd.
Annex I: Proposal on Termination of Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Annex II: Votes of Fund Unitholders Meeting of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Annex III: Power of Attorney for the Fund Unitholders' Meeting of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Annex IV: Notes on Termination of Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
China Shipping Fund Management Co., Ltd
May 22, 2004
Annex I:
About Terminating the Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Proposal on related matters
Fund Unitholders of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund:
According to the changes in the market environment, in order to better meet the needs of investors and protect the interests of fund share holders, in accordance with the relevant provisions of the Law of the People's Republic of China on Securities Investment Funds, the Measures for the Management of the Operation of Securities Investment Funds Publicly Offered and the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Funds, The Fund Manager, China Shipping Fund Management Co., Ltd., and the Fund Custodian, Agricultural Bank of China Limited, have agreed to propose to convene a general meeting of fund share holders of the Fund by means of communication to consider the termination of the Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund (hereinafter referred to as the "Fund Contract"), For the specific scheme and procedures for the termination of the fund contract, see Annex IV "Notes on Matters Related to the Termination of the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund".
In order to implement the proposal to terminate the Fund Contract, it is proposed that the Fund Unitholders of the Fund authorize the Fund Manager to handle specific matters related to the termination of the Fund Contract, including but not limited to determining the liquidation procedures and the specific time for the termination of the Fund Contract according to market conditions, And liquidate the Fund (there may be two or more liquidations) and terminate the Fund Contract in accordance with the relevant contents of the Notes on the Termination of the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund.
The proposal to terminate the Fund Contract shall be effective only after being approved by the general meeting of Fund Unitholders.
Please consider the above proposal.
Fund Manager: China Shipping Fund Management Co., Ltd
May 22, 2024
Annex II:
Votes at the General Meeting of Fund Unitholders of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Name of fund unit holder
Certificate No. (ID card/business license)
Fund account No
Deliberated items agree, disagree, abstain
About the Termination of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Proposal on Matters Related to Financial Contract
Signature or seal of fund share holder/agent
2024
explain:
1. Please indicate "Agree", "Objection" or "Waiver" on the matter under consideration and mark "√" in the corresponding column. Fund share holders must choose one and only one voting opinion. surface
If the resolution is not filled in, overfilled, or the voting opinion is ambiguous, illegible, or the will cannot be judged or contradictory, but other items comply with the provisions of the notice of meeting, it shall be deemed as abstention from voting
The fund units represented shall be included in the total number of fund units voted at the general meeting of fund unit holders; If the signature or seal on the voting ticket is incomplete and unclear
Or fails to provide valid documents to prove the identity of the fund share holder or the agent's effective authorization, or fails to deliver the fund specified in this announcement within the specified time
Managers are invalid votes, and invalid votes are not included in the total number of fund units voted at the general meeting of fund unit holders.
2. If the same fund unit holder has more than one fund account number and needs to exercise voting rights separately according to the fund units held in different accounts, it shall fill in the fund account number
It is unnecessary to fill in the information. In case of blank, over filled, wrong filled, unidentifiable and other situations, it will be defaulted to be the regular open hybrid type of China Sea Tianrui held on behalf of this fund unit holder
Fund shares of securities investment funds.
3. The "certificate number" in this vote refers to the certificate number used by fund share holders when subscribing or subscribing for the Fund or the update of the certificate number.
4. This vote can be downloaded from the website of China Overseas Fund Management Co., Ltd. (www.zhfund. com), cut out from newspapers, copied or printed in this format.
Annex III:
General Meeting of Fund Unitholders of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Power of Attorney
I hereby entrust Mr./Ms./the company to represent me (or our institution) to participate in the general meeting of fund share holders of China Overseas Tianrui Open Hybrid Securities Investment Fund held by means of communication meeting with the deadline of voting on 2024, and exercise the right to vote on all proposals on my behalf. The above authorization is valid from the date of signature or seal of the trustee to the end of the Fund Unitholders' Meeting. If the Fund convenes a second general meeting of the holders to consider the same proposal, this authorization will continue to be valid unless I (or the institution) re authorizes it. The aforementioned authorization shall be valid until the end of the second general meeting of fund unit holders.
Name of client (signature/seal):
Client ID No. (ID/business license):
Name of agent (signature/seal):
Agent ID No. (ID card/business license):
Entrustment date:
note appended:
1. The above authorization is the authorization made by the fund share holder to the trustee for the fund shares of China Sea Tianrui Regular Open Hybrid Securities Investment Fund held by him.
2. The "certificate number" in this Power of Attorney refers to the certificate number used by fund share holders when subscribing or subscribing for the Fund or the update of the certificate number.
3. This power of attorney is valid after being cut, copied or self-made in the above format, and completed, signed and sealed.
Annex IV:
About Terminating the Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Description of relevant matters
According to the changes in the market environment, in order to better meet the needs of investors and safeguard the interests of fund share holders, in accordance with the relevant provisions of the Securities Investment Fund Law of the People's Republic of China, the Administrative Measures for the Operation of Publicly Offered Securities Investment Funds, and the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund (hereinafter referred to as the "Fund Contract"), After consultation with the Fund Custodian, Agricultural Bank of China Limited, China Shipping Fund Management Co., Ltd. (hereinafter referred to as "the Fund Manager" or "the Company") proposed to convene a general meeting of fund share holders to review the Proposal on Termination of the Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund.
The effective conditions of the Proposal on Matters Related to Termination of the Fund Contract of China Shipping Tianrui Regular Open Hybrid Securities Investment Fund are as follows: after the Fund Unitholders or their proxies holding more than half of the voting rights attend the meeting, the Proposal is approved by the Fund Unitholders or their proxies holding more than two-thirds of the voting rights, Therefore, it is possible that the proposal could not be passed at the general meeting of fund share holders.
The resolution adopted by the general meeting of fund share holders shall take effect from the date of voting, and the Fund Manager shall report to the CSRC for filing within five days from the date of voting.
1、 Basic Information of the Fund
Fund name: China Shipping Tianrui Regular Open Hybrid Securities Investment Fund
Fund abbreviation: China Shipping Tianrui Regular Open Hybrid
Fund code: 005252
Fund operation mode: contractual open-ended
Effective date of fund contract: January 19, 2018
Fund Manager: China Shipping Fund Management Co., Ltd
Fund Custodian: Agricultural Bank of China Limited
2、 Fund operation before the resolution of the general meeting of fund unit holders takes effect and is announced
Before the Proposal on Terminating the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund, which was passed at the general meeting of fund share holders, takes effect and is announced (including the announcement date), the Fund will still operate in accordance with the operation mode agreed in the fund contract.
3、 Liquidation of fund assets
1. The resolution of the general meeting of fund share holders that passed the Proposal on Termination of the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund shall come into force as of the date of voting at the general meeting of fund share holders. The resolution of the general meeting of fund share holders shall be announced on the specified media within 2 days from the effective date.
2. Redemption Option Period Arrangement
Because the Fund operates in a regular open mode, that is, in an alternate cycle of closed operation and open operation. The closing period of the Fund is from the effective date of the Fund Agreement (including the effective date of the Fund Agreement) or from the next day after the end of each opening period (including that day) to the day 6 months after the first day of the closing period (if that day is not a working day or there is no corresponding date, it shall be postponed to the next working day).
In order to better meet the needs of investors, the Fund Manager requests the General Meeting of Holders to exempt the relevant provisions of the Fund Contract on the arrangement of the Fund's closing period and the restrictions on the Fund's investment proportion after the adoption of the above proposal, and authorizes the Fund Manager to be responsible for implementing the resolution of the General Meeting of Holders after it takes effect, Arrange a redemption option period for investors to choose redemption or conversion transfer out, but do not handle the subscription or conversion transfer in of investors during this period. The specific arrangement shall be subject to the announcement of the effectiveness of the resolution of the general meeting of shareholders issued by the fund manager at that time; No redemption fee will be charged for redemption during the redemption option period.
From the next day after the expiration of the redemption option period, the Fund will enter into liquidation procedures, and the Fund Manager will no longer accept applications from investors for subscription, redemption, conversion, custody transfer and other businesses. After the Fund enters the liquidation procedure, the collection of fund management fees, fund custody fees and fund sales service fees shall be stopped.
The Fund Manager requests the General Meeting of Fund Unitholders to authorize the Fund Manager to implement relevant matters accordingly, and authorizes the Fund Manager to make corresponding adjustments according to the actual situation. See the relevant announcement issued by the Fund Manager at that time for the specific redemption option period.
3. Fund asset liquidation group: a liquidation group shall be established within 30 working days from the date of the termination of the Fund Contract. The Fund Manager shall organize a fund asset liquidation group and conduct fund liquidation under the supervision of the CSRC.
4. Composition of the Fund Assets Liquidation Team: The members of the Fund Assets Liquidation Team are composed of the Fund Manager, the Fund Custodian, certified public accountants and lawyers qualified to engage in securities and futures related businesses, and personnel designated by the CSRC. The Fund assets liquidation team may employ necessary staff.
5. Responsibilities of the Fund Assets Liquidation Team: The Fund Assets Liquidation Team is responsible for the custody, liquidation, valuation, realization and distribution of the Fund assets. The fund assets liquidation team may carry out necessary civil activities according to law.
6. Fund asset liquidation procedures:
(1) In case of termination of the Fund Contract, the Fund Property Liquidation Team shall take over the Fund in a unified manner;
(2) Liquidate and confirm the fund assets, claims and debts;
(3) Valuation and realization of fund assets;
(4) Prepare liquidation report;
(5) Engage an accounting firm to conduct external audit on the liquidation report, and engage a law firm to issue a legal opinion on the liquidation report;
(6) Submit the liquidation report to the CSRC for filing and announcement;
(7) Distribute the remaining assets of the Fund.
7. The time limit for liquidation of fund assets is 6 months.
4、 Liquidation expenses
Liquidation expenses refer to all reasonable expenses incurred by the Fund Assets Liquidation Group in the process of fund liquidation. The liquidation expenses shall be paid by the Fund Assets Liquidation Group from the Fund assets in priority.
5、 Distribution of residual assets in the liquidation of fund assets
In accordance with the distribution plan for the liquidation of the Fund assets, all remaining assets after the liquidation of the Fund assets shall be distributed in proportion to the Fund units held by the Fund unit holders after deducting the liquidation expenses of the Fund assets, paying the taxes owed and paying off the Fund debts.
6、 Announcement of Fund Assets Liquidation
Major issues related to the liquidation process must be announced in a timely manner; The liquidation report of the Fund assets shall be audited by an accounting firm with securities and futures related business qualifications and submitted to the CSRC for filing and announcement after the legal opinion is issued by the law firm. The Fund Assets Liquidation Group shall make an announcement on the Fund Assets Liquidation Report within 5 working days after the Fund Assets Liquidation Report is submitted to the CSRC for filing. The Fund Assets Liquidation Group shall publish the liquidation report on the designated website and the suggestive announcement of the liquidation report on the designated newspaper.
7、 Preservation of fund assets liquidation books and documents
The fund asset liquidation account book and relevant documents shall be kept by the fund custodian within the time limit prescribed by laws and regulations.
8、 Feasibility of terminating the fund contract
1. Legal level
Article 47 of the Fund Law stipulates that "the general meeting of fund unit holders shall be composed of all fund unit holders, and shall exercise the following functions and powers: (2) decide to modify the important contents of the fund contract or terminate the fund contract in advance". Article 80 stipulates that "in any of the following circumstances, the Fund contract shall be terminated: (2) the General Meeting of Fund Unitholders decides to terminate".
Article 86 of the Fund Law stipulates that "decisions on matters to be considered at the general meeting of fund unit holders shall be adopted by more than half of the votes held by fund unit holders attending the general meeting;"; However, the conversion of the operation mode of the fund, the replacement of the fund manager or the fund custodian, the early termination of the fund contract, and the merger with other funds shall be approved by more than two-thirds of the voting rights of the fund unit holders attending the general meeting. Matters decided by the general meeting of fund unit holders shall be reported to the securities regulatory authority under the State Council for the record and announced in accordance with the law. "
Article 48 of the Administrative Measures for the Operation of Publicly Offered Securities Investment Funds stipulates that "the matters decided by the general meeting of fund share holders shall take effect from the date of voting."
Article 1 of "Part VIII General Meeting of Fund Unitholders" of the Fund Contract stipulates: "When one of the following events occurs or needs to be decided, a general meeting of fund Unitholders shall be held, unless otherwise stipulated by laws and regulations and the CSRC: (1) Terminate the Fund Contract;..."
Article 2 of the Fund Contract "Part XIX Change and Termination of the Fund Contract and Liquidation of the Fund Assets" stipulates: "The Fund Contract shall be terminated under any of the following circumstances: 1. The General Meeting of Fund Unitholders decides to terminate it;....".
Therefore, there is no legal obstacle to terminate the fund contract.
2. Technical level
In order to ensure the smooth convening of the regular open hybrid securities investment fund share holders' meeting and the subsequent liquidation work, the fund manager established a special working group to prepare for the holders' meeting, and communicated with accounting firms, law firms, notaries, institutional investors and some individual clients, A scheme for customers to participate in the general meeting of holders by means of communication has been formulated to ensure the smooth progress of the general meeting of holders.
From the next day after the expiration of the redemption option period, the Fund will enter into liquidation procedures, and the Fund Manager will no longer accept the application for subscription and redemption of shares submitted by the holder. After the Fund enters the liquidation procedure, it shall stop collecting fund management fees, fund custody fees and sales service fees. The Fund will establish a fund asset liquidation team in accordance with the provisions of the fund contract on fund asset liquidation. The members of the Fund assets liquidation team shall be composed of the Fund Manager, the Fund Custodian, certified public accountants and lawyers qualified to engage in securities and futures related businesses, and personnel designated by the CSRC. The Fund assets liquidation team may employ necessary staff. The Manager and Custodian of the Fund have made full preparations for matters related to property liquidation, which is technically feasible. The liquidation report will be externally audited by an accounting firm, and the law firm will issue a legal opinion, which will be reported to the CSRC for filing and announcement.
Therefore, there are no technical obstacles to the termination of the Fund contract.
9、 Main risks and preparatory measures for the termination of the Fund
1. The risk and preparatory measures of the scheme being rejected by the general meeting of holders.
Before proposing to terminate the fund contract and designing a specific plan, the fund manager has made pre communication with some fund share holders, and the proposed proposal has comprehensively considered the requirements of fund share holders. If necessary, the Fund Manager will, in accordance with the opinions of the Fund Unitholders, make appropriate amendments to the plans and procedures for the termination of the Fund Contract and make a new announcement. The Fund Manager may, if necessary, postpone the convening of the general meeting of Fund Unitholders.
2. Liquidity risk and reserve measures for the centralized redemption of fund units by the holders.
After the announcement of the Fund on the matters concerning the convening of the general meeting of fund share holders by means of communication and the Proposal on Matters Related to the Termination of the Fund Contract of China Sea Tianrui Regular Open Hybrid Securities Investment Fund, some fund share holders may choose to redeem their fund shares in advance.
Before the Fund enters the liquidation procedure, the holder's application for redemption of the Fund units held by him shall still be carried out in the manner agreed in the Fund Contract. In case of huge redemption or suspension of redemption, the Fund Manager can still decide to redeem in full or postpone payment or suspend accepting the redemption application of the Fund according to the current asset portfolio of the Fund. At the same time, the fund manager will also make liquidity arrangements in advance to realize the corresponding fund assets in advance in response to possible redemption applications. The Fund Manager will give full consideration to the redemption needs of small and medium-sized fund share holders and ensure that there is sufficient funds to meet their redemption applications.
Under the circumstance that all fund units are redeemed, the Fund will still enter into the property liquidation procedure from the next day after the expiration of the redemption option period. After the Fund enters the liquidation procedure, all liquidation expenses will be paid by the Fund Manager, avoiding the risk that the Fund assets are insufficient to pay the liquidation expenses.
10、 Other matters needing prompt
1. The Fund assets will be distributed after the Fund assets liquidation team has completed the liquidation procedures. Investors are kindly requested to pay attention to investment risks and properly make investment arrangements. Fund share holders will face the risk that fund shares cannot be realized quickly.
2. During the liquidation period, the fund liquidation cost, asset realization, etc. may cause fluctuations in the net value of the fund, and this risk shall be borne by the fund share holders. The Fund Unitholders shall be reminded.
3. The Fund Unitholders are requested to redeem and transfer out the Fund units of the Fund in accordance with the provisions of the Fund Contract. The Fund Unitholders shall bear the risk of failure to realize in a timely manner due to the failure of the Fund Unitholders to redeem in a timely manner or their improper operations, as well as the risk of possible fluctuations in the net value of the Fund during liquidation.
4. If investors want to know the details of the Fund, please carefully read the Fund Agreement and the Prospectus of the Fund. Investors can learn or consult the details through the following ways:
CNOOC Fund's official website: www.zhfund.com
Customer service hotline of China Overseas Fund: 021-38789788 or 400-888-9788 (toll free)
It is hereby announced.
China Shipping Fund Management Co., Ltd
May 22, 2024 |
