Stock Code: 601011 stock abbreviation: Baotailong New Materials Co.Ltd(601011) No.: Lin 2022-002 Baotailong New Materials Co.Ltd(601011)
Announcement on the resolutions of the 24th Meeting of the 5th 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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1、 Meetings held
According to the meeting notice issued on January 29, 2022, Baotailong New Materials Co.Ltd(601011) (hereinafter referred to as “the company”) the 24th Meeting of the Fifth Board of directors was held by means of communication on February 9, 2022. The company has 9 directors in total, and 8 directors actually participated in the voting. Mr. Wang Weizhou, the director, was hospitalized due to illness and failed to participate in the voting. The convening of this meeting and the voting personnel and procedures comply with the relevant provisions of the company law and the articles of association, and the meeting is legal and effective.
2、 Deliberations of the meeting
Two proposals were considered at the meeting. On the basis of full discussion on the contents of the proposals with all directors in advance, the following resolutions were finally formed:
1. The proposal on capital increase of the company to the wholly-owned subsidiary Shanghai Chaosheng Technology Co., Ltd. was reviewed and approved
In order to promote the industrialization process of graphene application of the company, it is proposed to increase the capital of Shanghai Chaosheng Technology Co., Ltd. by 45 million yuan. After the capital increase is completed, the registered capital of Shanghai Chaosheng Technology Co., Ltd. will be 50 million yuan, accounting for 100% of the registered capital. For details, see the company’s disclosure in Shanghai Securities Journal, China Securities Journal and securities times on the same day Securities Daily and the website of Shanghai Stock Exchange (www.sse. Com. CN) Lin Announcement No. 2022-003 on.
Voting results: 8 votes in favor; No negative vote; There were no abstentions.
2. The proposal that the company intends to control Xingtu (Changzhou) carbon materials Co., Ltd. and implement related party transactions of equity incentive plan was reviewed and approved
In order to fully mobilize the enthusiasm of the operation and management team of Xingtu (Changzhou) carbon materials Co., Ltd. (hereinafter referred to as “Xingtu company”), accelerate the industrialization breakthrough of Xingtu company in the application field of graphene thermal conductive film, closely combine the interests of Xingtu company’s managers and shareholders, and jointly promote the long-term development of Xingtu company, the company decided, Implement the equity incentive plan in 2022, the key starting year of Xingtu company. For details, see the company’s disclosure on the same day in Shanghai Securities News, China Securities News, securities times, securities daily and the website of Shanghai Stock Exchange (www.sse. Com. CN) Lin Announcement No. 2022-004 on. Since Ms. Jiao Yanyan, the incentive object in this equity incentive plan, is the eldest daughter of Mr. Jiao Yun, the actual controller of the company, and Ms. Zhang Jin is the chairman of the board of supervisors of the company, in accordance with the identification of connected persons in Section 3 of Chapter VI of the Listing Rules of Shanghai Stock Exchange and the relevant provisions of the articles of association of the company and the measures for the administration of connected transactions of the company, The implementation of the equity incentive plan will constitute a connected transaction. When considering the matter, Mr. Jiao Yun, chairman of the board, avoided voting.
Voting results: 7 votes in favor; No negative vote; There were no abstentions.
3、 Documents for future reference
Baotailong New Materials Co.Ltd(601011) resolution of the 24th Meeting of the Fifth Board of directors. It is hereby announced.
Baotailong New Materials Co.Ltd(601011) board of directors February 9, 2002
