Securities code: 300657 securities abbreviation: Xiamen Hongxin Electronics Technology Group Inc(300657) Announcement No.: 2022-028 Xiamen Hongxin Electronics Technology Group Inc(300657)
Announcement on the resolution of the 37th 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
The notice and meeting materials of the 37th meeting of the third board of directors of Xiamen Hongxin Electronics Technology Group Inc(300657) (hereinafter referred to as "the company") were sent to all directors by e-mail on February 6, 2022. The meeting was held in the company's conference room on February 11, 2022 in the form of on-site meeting combined with communication voting. The meeting was convened and presided over by Mr. Li Qiang, chairman of the board of directors. There were 9 directors who should be present and 9 actual directors. The supervisors and senior managers of the company attended the meeting as nonvoting delegates. The convening and convening of this board meeting comply with the relevant provisions of the company law and the articles of association.
2、 Deliberations of the board meeting
After careful consideration by the directors attending the meeting, the following resolutions were adopted by open ballot:
1. The proposal on reducing the amount of supporting funds raised in this issuance was deliberated and passed. The voting result was that Yan Yonghong, a related director, avoided voting on this proposal. There are 8 non affiliated directors, with 8 affirmative votes, 0 negative votes and 0 abstention votes.
For details, please refer to the company's website on the same day (www.cn. Info. Com. CN.) The announcement on reducing the amount of supporting funds raised in this issuance.
The independent directors of the company expressed their independent opinions on the matter.
2. The proposal on the report of the company on issuing shares and paying cash to purchase assets and raising supporting funds and related party transactions (Draft) and its abstract (three revised drafts) were deliberated and passed. The voting result was that Yan Yonghong, a related director, avoided voting on this proposal. There are 8 non affiliated directors, with 8 affirmative votes, 0 negative votes and 0 abstention votes.
In accordance with relevant laws and regulations such as the securities law, the measures for the administration of restructuring and the reduction of the amount of supporting funds raised this time and the reply to relevant questions about the audit and inquiry, The company has prepared the report on Xiamen Xiamen Hongxin Electronics Technology Group Inc(300657) Technology Group Co., Ltd. issuing shares and paying cash to purchase assets and raising supporting funds and related party transactions (Draft) (three revisions) and its abstract. For details, please refer to cninfo (www.cn. Info. Com. CN.) on the gem information disclosure website designated by China Securities Regulatory Commission on the same day Relevant announcements issued.
The independent directors of the company expressed their independent opinions on the matter.
3. The proposal on signing the supplementary agreement of performance commitment and compensation agreement was deliberated and passed. The voting result was that Yan Yonghong, a related director, avoided voting on the proposal. There are 8 non affiliated directors, with 8 affirmative votes, 0 negative votes and 0 abstention votes.
In order to clarify the calculation criteria of net profit of performance commitment and compensation of this transaction, the company signed the supplementary agreement of performance commitment and compensation agreement with the above counterparties on matters related to this transaction with Wu Shaofeng, Zhu Xiaoyan, Suzhou Huayang Tongchuang Investment Center (limited partnership) and Yan Yonghong.
4. The proposal on providing guarantee for subsidiaries applying for financing credit was deliberated and adopted, and the voting result was: 9 votes in favor; 0 votes against; There were no abstentions.
For details, please refer to the company's website on the same day (www.cn. Info. Com. CN.) Announcement on providing guarantee for subsidiaries applying for financing credit.
The independent directors of the company expressed their independent opinions on the matter.
5. The proposal on convening the third extraordinary general meeting of shareholders of the company in 2022 was deliberated and adopted, and the voting results were: 9 votes in favor; 0 votes against; There were no abstentions.
For details, please refer to the company's website on the same day (www.cn. Info. Com. CN.) Notice on convening the third extraordinary general meeting of shareholders in 2022 disclosed by the company.
3、 Documents for future reference
1. Resolutions of the 37th meeting of the third board of directors of the company;
2. Independent opinions of the company's independent directors on matters related to the 37th meeting of the third board of directors. It is hereby announced.
Xiamen Hongxin Electronics Technology Group Inc(300657) board of directors February 11, 2022
