Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) announcement of the resolution of the 26th meeting of the eighth board of directors
Securities code: 000612 securities abbreviation: Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) Announcement No.: 2022-007
Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612)
Announcement on the resolutions of the 26th meeting of the 8th board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate, complete and free from falsehood
Records, misleading statements or material omissions.
1、 Meetings of the board of directors
(I) time and method of meeting notice
The meeting notice will be sent by telephone or e-mail on January 24, 2022.
(II) time, place and method of the meeting
The 26th meeting of the 8th board of directors of the company was held by means of communication on January 27, 2022.
(III) attendance of directors
There were 9 directors who should attend the meeting, and 9 actually attended the meeting. All directors attended the meeting by means of communication.
(IV) meeting compliance
The convening and convening procedures of this meeting comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberation of proposals
The proposals of this meeting were voted by open ballot in writing, and the following proposals were considered at the meeting:
(I) proposal on appointing the company's audit institution in 2021 and determining its audit fees
On December 31, 2021, the company received the notification letter from Asia Pacific (Group) accounting firm (special general partnership). Asia Pacific firm said that due to its large number of audit projects, there are great difficulties in the time and personnel arrangement of audit work, and it is difficult to transfer enough personnel to provide corresponding services for the company, so it will no longer accept the renewal entrustment of the company. For details, please refer to the company's website on cninfo.com on January 5, 2022（ http://www.cn.info.com.cn. ）Announcement on the resolution of the 25th meeting of the Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) eighth board of directors (Announcement No.: 2022-001).
In view of the above reasons, the company organized and held the bidding meeting of 2021 annual report audit institutions to report to the audit institutions with corresponding qualifications
Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) announcement of the resolution of the 26th meeting of the eighth board of directors
Send an invitation. According to the relevant provisions of the company's bidding, the judges comprehensively rated the audit institution through price, business, technology and other aspects, and finally Daxin Certified Public Accountants (special general partnership) won the bid with the highest score.
The audit committee of the 8th board of directors of the company held a meeting on January 24, 2022 to review the proposal, and all members unanimously agreed to submit the proposal to the board of directors of the company for deliberation.
The company plans to appoint Daxin Certified Public Accountants (special general partnership) as the audit institution of the company's 2021 financial report and internal control. The employment period is until the end of the company's 2021 annual general meeting of shareholders, and the total audit fee is 700000 yuan. Among them, the annual report audit fee is 600000 yuan and the internal control audit fee is 100000 yuan.
The independent directors expressed their prior approval opinions and independent opinions on the proposal. The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
Voting of proposals:
The number of votes entitled to vote is 9, 9 in favor, 0 against and 0 abstention. The proposal is passed by vote.
For details of the proposal, please refer to Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) announcement on appointing the company's audit institution in 2021 and determining its audit fees (Announcement No.: 2022-008) published by the company on the same day as this announcement in the securities times, Shanghai Securities News, China Securities News and cninfo.com.
(II) proposal on external donation to support epidemic prevention and control
Recently, covid-19 pneumonia cases occurred in Luoyang, Zhengzhou, Xuchang, Anyang and other places in Henan Province, highlighting the pressure of epidemic prevention and control. In order to fulfill the social responsibility of the listed company, the company will purchase a batch of epidemic prevention materials with a value of no more than 1.5 million yuan and donate them to the people's Government of Macun District, Jiaozuo City to support the local epidemic prevention and control. This donation does not involve related party transactions, nor does it constitute a major asset reorganization stipulated in the administrative measures for major asset reorganization of listed companies.
In accordance with the relevant provisions of the articles of association, this proposal can be implemented after being deliberated and approved by the board of directors without submitting it to the general meeting of shareholders for approval.
Voting of proposals:
The number of votes entitled to vote is 9, 9 in favor, 0 against and 0 abstention. The proposal is passed by vote.
For details of the proposal, please refer to the announcement on Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) external donation to support epidemic prevention and control issued by the company on the same day as this announcement in the securities times, Shanghai Securities News, China Securities News and cninfo.com
Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) announcement of the resolution of the 26th meeting of the eighth board of directors
No.: 2022-009).
(III) proposal on convening the second extraordinary general meeting of shareholders in 2022
The company will hold the second extraordinary general meeting of shareholders in 2022 in the conference room on the second floor of the company on Tuesday, February 15, 2022. The board of directors proposed to submit the proposal on appointing the company's audit institution in 2021 and determining its audit fees to the company's second extraordinary general meeting of shareholders in 2022 for deliberation.
Voting of proposals:
The number of votes entitled to vote is 9, 9 in favor, 0 against and 0 abstention. The proposal is passed by vote.
For details of the proposal, please refer to the notice on convening the second extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-010) published by the company in the securities times, Shanghai Securities News, China Securities News and cninfo on the same day as this announcement.
3、 Documents for future reference
Resolutions of the 26th meeting of the board of directors signed and sealed by the directors attending the meeting.
It is hereby announced.
Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) board of directors
January 28, 2022
