Securities code: 000966 securities abbreviation: Chn Energy Changyuan Electric Power Co.Ltd(000966) Announcement No.: 2022-019 Chn Energy Changyuan Electric Power Co.Ltd(000966)
Announcement of resolutions of the 25th meeting of the ninth 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 25th meeting of the ninth board of directors of the company was held by means of communication on February 18, 2022. The notice of the meeting will be delivered by hand or by mail on February 11, 2022. It is confirmed that all 9 directors of the company have received the notice of the meeting. According to the requirements of the meeting procedures, 9 directors participated in the voting at the meeting and faxed or delivered the voting votes to the company before February 18. The summary of votes was completed under the supervision of a director, a supervisor and an employee representative on February 18. The convening of this board meeting complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberations of the board meeting
The meeting voted by open ballot and adopted the following resolutions:
1. The proposal on the appointment of securities affairs representative of the company was deliberated and adopted
The meeting agreed to appoint Mr. Ye Jianbing as the representative of the company’s securities affairs. The term of office starts from the date of deliberation and approval of the current board of directors to the date of expiration of the term of office of the current board of directors.
The nomination committee of the board of directors approved the proposal in advance and issued relevant opinions.
Voting results: 9 in favor, 0 against and 0 abstention.
For details, see the announcement on the appointment of securities affairs representatives (Announcement No.: 2022-021) disclosed by the company in China Securities Journal, securities times and cninfo on the same day.
2. The proposal on the completion of the company’s daily connected transactions in 2021 and the expected situation in 2022 was deliberated and adopted
The meeting held that the actual number of daily connected transactions of the company in 2021 did not exceed the expected number, which was in line with the relevant provisions of the exchange. The meeting agreed to the prediction of the company’s daily connected transactions in 2022.
According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange, the proposal is a related party transaction. The independent directors approved the proposal in advance and expressed independent opinions. Zhao Hu, Yuan Guangfu, Liu Zhiqiang and Zhu Hong, four affiliated directors of the company, avoided voting, and five non affiliated Directors voted on the proposal. Voting results: 5 in favor, 0 against and 0 abstention.
For details, please refer to the announcement on the completion of the company’s daily related party transactions in 2021 and the expected situation in 2022 (Announcement No.: 2022-022) disclosed by the company in China Securities Journal, securities times and cninfo.com on the same day.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
3. The proposal on the completion of the company’s deposit and loan related party transactions in 2021 and the expected situation in 2022 was deliberated and adopted
The meeting held that the actual number of deposit and loan related party transactions of the company in 2021 did not exceed the expected number, which was in line with the relevant provisions of the exchange. The meeting agreed to the prediction of the company’s deposit and loan related party transactions in 2022.
According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange, the proposal is a related party transaction. The independent directors approved the proposal in advance and expressed independent opinions. Zhao Hu, Yuan Guangfu, Liu Zhiqiang and Zhu Hong, four affiliated directors of the company, avoided voting, and five non affiliated Directors voted on the proposal. Voting results: 5 in favor, 0 against and 0 abstention.
For details, please refer to the announcement on the completion of the company’s deposit and loan related party transactions in 2021 and the expected situation in 2022 (Announcement No.: 2022-023) disclosed by the company in China Securities Journal, securities times and cninfo.com on the same day.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
4. The proposal on the completion of related party transactions of leased properties of the company in 2021 and the expected situation in 2022 was deliberated and adopted
The meeting held that the actual number of related party transactions of leased properties of the company in 2021 did not exceed the expected number, which was in line with the relevant provisions of the exchange. The meeting agreed to the company’s forecast of related party transactions of leased properties in 2022.
According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange, the proposal is a related party transaction. The independent directors approved the proposal in advance and expressed independent opinions. Mr. Liu Zhihu and Mr. Zhu Zhiqiang, who are not affiliated directors of the company, voted on the motion, and Mr. Liu Guanghu and Mr. Zhu Zhiqiang, who are not affiliated directors of the company, voted on the motion. Voting results: 5 in favor, 0 against and 0 abstention.
For details, please refer to the announcement on the completion of related party transactions of leased properties in 2021 and the expected situation in 2022 (Announcement No.: 2022-024) disclosed by the company in China Securities Journal, securities times and cninfo.com on the same day.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
5. The proposal on write off of long-term current accounts was deliberated and adopted
The meeting considered that the company’s write off of the receivables of the wholly-owned subsidiary Guoneng Changyuan Jingzhou Thermal Power Co., Ltd. (hereinafter referred to as Jingzhou company) met the relevant provisions of the current accounting standards for business enterprises, and agreed to write off the long-term standing receivables of Jingzhou company of 281000 yuan. As the provision for impairment has been fully accrued, this write off will not affect the current profit and loss.
The audit and Risk Management Committee of the board of directors and independent directors approved the proposal in advance and issued relevant opinions.
Voting results: 9 in favor, 0 against and 0 abstention.
6. The proposal on convening the second extraordinary general meeting of shareholders of the company in 2022 was deliberated and adopted
The meeting decided to hold the second extraordinary general meeting of shareholders of the company in 2022 at 2:50 p.m. on Wednesday, March 9, 2022 in conference room 206, floor 2, national energy building, No. 63, Xudong street, Hongshan District, Wuhan City, Hubei Province.
Voting results: 9 in favor, 0 against and 0 abstention.
For details, please refer to the notice on convening the second extraordinary general meeting of the company in 2022 (Announcement No.: 2022-025) disclosed by the company in China Securities Journal, securities times and cninfo.com on the same day. 3、 Documents for future reference
1. Resolutions of the 25th meeting of the ninth board of directors of the company;
2. Opinions of independent directors at the 25th meeting of the ninth board of directors of the company. It is hereby announced.
Chn Energy Changyuan Electric Power Co.Ltd(000966) board of directors February 19, 2022
