Securities code: 002891 securities abbreviation: Yantai China Pet Foods Co.Ltd(002891) Announcement No.: 2022-008
Yantai China Pet Foods Co.Ltd(002891)
Announcement on the resolution of the 14th meeting of the third board of directors
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、 Meetings of the board of directors
On February 10, 2022, Yantai China Pet Foods Co.Ltd(002891) (hereinafter referred to as “the company”) the 14th meeting of the third board of directors was held in the company’s conference room by on-site and communication voting. On January 28, 2022, the notice of the meeting was delivered to the directors, supervisors and senior managers by personal delivery and e-mail. There were 9 directors who should attend the meeting and 9 directors who actually attended the meeting. Mr. Hao Zhongli, chairman of the company, presided over the meeting, and some supervisors and senior managers of the company attended the meeting as nonvoting delegates, The meeting was held in accordance with the provisions of the company law and the articles of association.
2、 Deliberations of the board meeting
After deliberation and voting on various proposals of the board of directors, the following resolutions are formed:
1. The proposal on ratification of recurring related party transactions of the company and its subsidiaries in 2021 was deliberated and adopted. Voting results: 8 votes in favor, 1 vote in avoidance (Mr. Jiang Yishan, a related director, avoided voting), 0 votes against and no abstention.
Due to the good business development of the company’s affiliated enterprise aitao pet daily necessities (Cambodia) Co., Ltd. (hereinafter referred to as “aitao pet”), and the actual recurring related party transactions between the company and its subsidiaries exceed the annual estimated amount, the company plans to increase the recurring related party transactions with the related party aitao pet, It is estimated that in 2021, the amount of regular related party transactions such as purchasing products with Amoy pets will not exceed 210 million yuan (including the actual transaction amount that has occurred). Therefore, the amount of regular related party transactions with Amoy pets will not exceed 30 million yuan.
This proposal is within the approval scope of the board of directors of the company and does not need to be submitted to the general meeting of shareholders for deliberation.
The independent directors of the company have expressed their prior approval opinions and independent opinions on the proposal. For details, please refer to the announcement of this resolution published on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Independent opinions of independent directors on matters related to the 14th meeting of the third board of directors, prior approval opinions of independent directors on matters related to the 14th meeting of the third board of directors, and Yantai China Pet Foods Co.Ltd(002891) on ratification of the company
Securities code: 002891 securities abbreviation: Yantai China Pet Foods Co.Ltd(002891) Announcement No.: 2022-008
For details, please refer to the information disclosure of Shanghai Securities Times and its subsidiaries in 2021（ http://www.cn.info.com.cn. ）。
2. The proposal on adjusting the investment projects of raised funds and permanently replenishing the remaining raised funds with working capital was deliberated and adopted.
Voting results: 9 in favor, 0 against and no abstention. Unanimously adopted.
The board of directors agreed to adjust the implementation plan of the raised investment project “marketing center construction and intelligent marketing channel upgrading project”, and permanently supplement the working capital with the remaining raised funds and interest income of the above projects. The company plans to permanently supplement the working capital of the company with the remaining raised funds and interest income of 112.4525 million yuan (the specific amount shall be subject to the fund balance of the special account at the time of actual carry over), In the later stage, it will be mainly used for the publicity and promotion of subsequent independent brands. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
The independent directors of the company have expressed their opinions on the proposal. See the details published on cninfo.com on the same day as the announcement of this resolution（ http://www.cn.info.com.cn. ）The independent opinions of independent directors on matters related to the fourth meeting of the third board of directors and the announcement of Yantai China Pet Foods Co.Ltd(002891) on adjusting some raised investment projects and permanently supplementing the remaining raised funds with working capital are detailed in the information disclosure media designated by the company, such as China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo（ http://www.cn.info.com.cn. ）。
3. The proposal on convening the first extraordinary general meeting of shareholders in 2022 was deliberated and adopted.
Voting results: 9 in favor, 0 against and no abstention. Unanimously adopted.
For details of Yantai China Pet Foods Co.Ltd(002891) notice on convening the first extraordinary general meeting of shareholders in 2022, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo.com, the information disclosure media designated by the company（ http://www.cn.info.com.cn. ）。
3、 Documents for future reference
1. Resolutions of the 14th meeting of the third board of directors of the company;
2. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
Securities code: 002891 securities abbreviation: Yantai China Pet Foods Co.Ltd(002891) Announcement No.: 2022-008
Yantai China Pet Foods Co.Ltd(002891) board of directors
February 11, 2022
