Securities code: 688680 securities abbreviation: Shanghai Hiuv New Materials Co.Ltd(688680) Announcement No.: 2022-011 Shanghai Hiuv New Materials Co.Ltd(688680)
Announcement on the resolution of the 20th meeting of the third board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
1、 Meetings of the board of directors
The 20th meeting of the third board of directors of Shanghai Hiuv New Materials Co.Ltd(688680) (hereinafter referred to as “the company”) was held on February 8, 2022 in the company’s conference room by on-site combined with communication. The meeting notice has been sent to all directors of the company by mail, telephone and other means before the meeting. The meeting was presided over by the chairman, Ms. Li Xiaoyu. The meeting was held in accordance with the relevant provisions of the company law and the articles of association, and the resolutions of the meeting were legal and effective.
2、 Deliberations of the board meeting
After deliberation and voting by the directors present at the meeting, the resolution is as follows:
(I) deliberated and passed the proposal on adjusting the company’s plan to issue convertible corporate bonds to unspecified objects
Voting results: 9 in favor, 0 against and 0 abstention
In accordance with the provisions of laws and regulations such as the measures for the administration of securities issuance and registration of companies listed on the science and Innovation Board (for Trial Implementation), as well as the authorization of the fourth extraordinary general meeting of shareholders of the company in 2021, and in combination with the requirements of regulatory policies such as Q & A on the examination and listing of securities issuance and listing of companies listed on the science and Innovation Board of Shanghai Stock Exchange, The company plans to adjust the total amount of funds raised from the proposed issuance of convertible corporate bonds from no more than RMB 1004 million (including this amount) to no more than RMB 694 million (including this amount). For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN) on the same day The Shanghai Hiuv New Materials Co.Ltd(688680) announcement on adjusting the company’s plan to issue convertible corporate bonds to unspecified objects (Announcement No.: 2022-013) disclosed.
This amendment falls within the scope of the board of directors authorized by the general meeting of shareholders to handle matters related to the issuance of convertible bonds, and does not need to be submitted to the general meeting of shareholders for deliberation.
The independent directors of the company expressed their independent opinions on the proposal.
(II) deliberated and passed the proposal on the plan for the company to issue convertible corporate bonds to unspecified objects (Second Revised Draft)
Voting results: 9 in favor, 0 against and 0 abstention
In view of the adjustment of the company’s plan for issuing convertible corporate bonds to unspecified objects, the board of directors of the company revised the plan for issuing convertible corporate bonds to unspecified objects (Revised Draft) according to the above adjustment.
This amendment falls within the scope of the board of directors authorized by the general meeting of shareholders to handle matters related to the issuance of convertible bonds, and does not need to be submitted to the general meeting of shareholders for deliberation.
The Shanghai Hiuv New Materials Co.Ltd(688680) plan for issuing convertible corporate bonds to unspecified objects (Second Revision) was published on the website of Shanghai Stock Exchange (www.sse. Com. CN) on the same day as the announcement of this resolution, For investors to consult.
The independent directors of the company expressed their independent opinions on the proposal.
(III) deliberated and passed the proposal on the demonstration and analysis report on the company’s scheme of issuing convertible corporate bonds to unspecified objects (the second revised draft)
Voting results: 9 in favor, 0 against and 0 abstention
In view of the adjustment of the company’s plan to issue convertible corporate bonds to unspecified objects, the board of directors of the company revised the demonstration and analysis report of the company’s plan to issue convertible corporate bonds to unspecified objects (Revised Draft) accordingly according to the above adjustment.
This amendment falls within the scope of the board of directors authorized by the general meeting of shareholders to handle matters related to the issuance of convertible bonds, and does not need to be submitted to the general meeting of shareholders for deliberation.
The Shanghai Hiuv New Materials Co.Ltd(688680) demonstration and analysis report on the scheme of issuing convertible corporate bonds to unspecified objects (Second Revision) was published on the website of Shanghai Stock Exchange (www.sse. Com. CN) on the same day as the announcement of this resolution, For investors to consult.
The independent directors of the company expressed their independent opinions on the proposal.
(IV) the proposal on the feasibility analysis report (Revised Draft) on the use of funds raised by the company by issuing convertible corporate bonds to unspecified objects was deliberated and adopted
Voting results: 9 in favor, 0 against and 0 abstention
In view of the adjustment of the company’s plan to issue convertible corporate bonds to unspecified objects, the board of directors of the company revised the feasibility analysis report on the use of funds raised by the company issuing convertible corporate bonds to unspecified objects according to the above adjustment.
This amendment falls within the scope of the board of directors authorized by the general meeting of shareholders to handle matters related to the issuance of convertible bonds, and does not need to be submitted to the general meeting of shareholders for deliberation.
The feasibility analysis report on the use of funds raised by Shanghai Hiuv New Materials Co.Ltd(688680) issuing convertible corporate bonds to unspecified objects (Revised Draft) was published on the website of Shanghai Stock Exchange (www.sse. Com. CN) on the same day as the announcement of this resolution, For investors to consult.
The independent directors of the company expressed their independent opinions on the proposal.
(V) the proposal on diluting the immediate return and filling measures of the company issuing convertible corporate bonds to unspecified objects and the commitments of relevant subjects (Revised Draft) was deliberated and adopted
Voting results: 9 in favor, 0 against and 0 abstention
In view of the adjustment of the company’s plan to issue convertible corporate bonds to unspecified objects, the company has adjusted the impact of issuing convertible corporate bonds to unspecified objects on the immediate diluted return, the measures to fill the return and the commitments of relevant subjects accordingly. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day Announcement of Shanghai Hiuv New Materials Co.Ltd(688680) on diluting immediate return and filling measures for issuing convertible corporate bonds to unspecified objects and commitments of relevant subjects (Revised) (Announcement No. 2022-014).
This amendment falls within the scope of the board of directors authorized by the general meeting of shareholders to handle matters related to the issuance of convertible bonds, and does not need to be submitted to the general meeting of shareholders for deliberation.
The independent directors of the company expressed their independent opinions on the proposal.
(VI) the proposal on the second phase of the company’s employee stock ownership plan (Draft) and its summary was deliberated and adopted. The voting results: 8 votes in favor, 0 votes against and 0 abstention, and Qi Ming, a related director, avoided voting
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day According to the Shanghai Hiuv New Materials Co.Ltd(688680) second phase employee stock ownership plan (Draft) and the summary of Shanghai Hiuv New Materials Co.Ltd(688680) second phase employee stock ownership plan (Draft), this proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
The independent directors of the company expressed their independent opinions on the proposal.
(VII) deliberated and passed the proposal on the management measures of the company’s phase II employee stock ownership plan
Voting result: 8 affirmative votes, 0 negative votes and 0 abstention votes. Qi Ming, a related director, avoided voting
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day According to the measures for the administration of Shanghai Hiuv New Materials Co.Ltd(688680) phase II employee stock ownership plan, this proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
It is hereby announced.
Shanghai Hiuv New Materials Co.Ltd(688680) board of directors February 9, 2022
