Securities code: 000852 securities abbreviation: Sinopec Oilfield Equipment Corporation(000852) Announcement No.: 2022-002 Sinopec Oilfield Equipment Corporation(000852)
Announcement on extending the validity period of resolutions and authorization of the general meeting of shareholders of non-public offering of shares
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Basic information of non-public offering of shares
Sinopec Oilfield Equipment Corporation(000852) (hereinafter referred to as “the company”) held the first extraordinary general meeting of shareholders in 2021 on March 9, 2021, deliberated and adopted the proposal on the company’s non-public offering of shares and other proposals (hereinafter referred to as “non-public offering of shares”). According to the resolution of the general meeting of shareholders, the resolution of the company’s non-public offering of shares and the authorization of the general meeting of shareholders to the board of directors and the chairman to handle matters related to the non-public offering of shares are valid for 12 months from the date of deliberation and approval of the general meeting of shareholders.
On December 17, 2021, the company received the reply on approving Sinopec Oilfield Equipment Corporation(000852) non-public development of shares (zjxk [2021] No. 3929) issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”). Up to now, the company has not completed the issuance of this non-public offering of shares.
2、 Explanation on extending the validity period of this non-public offering
In view of the implementation of the company’s non-public offering of shares and the expiration of the validity period of the resolution of the general meeting of shareholders, in order to ensure the smooth progress of the company’s non-public offering of shares, the company held the fourth meeting of the eighth board of directors and the fourth meeting of the eighth board of supervisors on January 26, 2022, The proposal on extending the validity of the resolution of the general meeting of shareholders on the non-public development of shares of the company and the proposal on requesting the general meeting of shareholders to extend the validity of authorizing the board of directors and the chairman of the board of directors to fully handle matters related to the non-public development of shares were deliberated and adopted, The board of directors and the board of supervisors of the company agree to extend the validity period of the resolution of the general meeting of shareholders on the non-public offering of shares and the validity period of authorizing the board of directors and the chairman to handle matters related to the non-public offering of shares by 12 months from the expiration date of the previous validity period (i.e. to March 7, 2023), And submit the above proposal to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
In addition to extending the above validity period, the company’s non-public offering plan and other contents of the general meeting of shareholders authorizing the board of directors and the chairman to handle matters related to the non-public offering of shares remain unchanged.
Mr. He Zhiliang and Mr. Zhang Jinhong, the company’s affiliated directors, abstained from voting, and the other five non affiliated Directors voted.
3、 Independent opinions of the company’s independent directors on the extension of the resolution of the general meeting of shareholders of non-public offering of shares and the validity period of authorization
The fourth meeting of the eighth board of directors of the company considered the extension of the validity period of the resolution and authorization of the general meeting of shareholders of the company’s non-public offering of shares, which is for the smooth progress of the non-public offering of shares, and the content complies with the provisions of relevant laws, regulations and normative documents; The extension of the validity period of the resolution and authorization of the general meeting of shareholders of the non-public offering of shares is a related party transaction. When the board of directors deliberates this matter, the related directors shall withdraw from voting in accordance with the provisions, and the deliberation procedure shall comply with the provisions of relevant laws and regulations.
The extension of the validity period of the resolution and authorization of the general meeting of shareholders is conducive to the continuous promotion of the company’s non-public offering of shares, and there is no damage to the interests of the company and all shareholders. All independent directors agreed to extend the validity of the resolution of the general meeting of shareholders on the non-public offering of shares and requested the general meeting of shareholders to extend the time limit for authorizing the board of directors and the chairman to handle matters related to the non-public offering, and agreed to submit the above proposal to the general meeting of shareholders of the company for deliberation.
3、 Documents for future reference
1. Resolutions of the fourth meeting of the eighth board of directors of the company;
2. Resolutions of the fourth meeting of the eighth board of supervisors of the company;
3. Independent opinions of independent directors of the company.
It is hereby announced
Sinopec Oilfield Equipment Corporation(000852) board of directors
January 28, 2022
