Securities code: 300932 securities abbreviation: Sanyou Corporation Limited(300932) Announcement No.: 2022-007 Sanyou Corporation Limited(300932)
Announcement of resolutions of the 14th meeting of the second 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 14th meeting of the second board of directors of Sanyou Corporation Limited(300932) (hereinafter referred to as “the company”) was held in the form of communication meeting on February 18, 2022. On February 15, 2022, the company sent the notice of the meeting to all directors in writing, e-mail, etc. The meeting was presided over by the chairman, Mr. Song Chaoyang. There were 7 directors who should attend the meeting and 7 directors who actually attended the meeting. The convening, convening and voting procedures of this meeting comply with the relevant provisions of the company law of the people’s Republic of China and the articles of association, and the meeting is legal and effective. 2、 Deliberations of the board meeting
1. The proposal on using temporarily idle raised funds and self owned funds for cash management was deliberated and passed. After deliberation by the directors attending the meeting, it was agreed that the company would not affect the construction of investment projects with raised funds, the normal operation of the company and ensure the safety of funds, Use the temporarily idle raised funds with a limit of no more than RMB 300 million and the self owned funds with a limit of no more than RMB 200 million for cash management to invest in investment and financial management varieties with high security, good liquidity and short-term (no more than 12 months) issued by commercial banks, securities companies and other financial institutions, or carry out time deposits, structural deposits It shall be deposited in the form of notice deposit and other deposits, and the service life shall be valid within 12 months from the date of deliberation and approval by the general meeting of shareholders of the company. The funds within the above limit can be recycled and used within the validity period of the investment, and the principal and income of idle raised funds after the expiration of authorized financial management will be returned to the special account for raised funds in time.
The independent directors of the company expressed their independent opinions on the matter, and the sponsor Xinda Securities Co., Ltd. issued no objection verification opinions on the matter.
See details disclosed by the company on cninfo.com（ http://www.cn.info.com.cn. ）Announcement on cash management using temporarily idle raised funds and self owned funds (Announcement No.: 2022-009).
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
2. The proposal on Amending the company’s futures hedging business management system was deliberated and adopted
After deliberation by the directors attending the meeting, in order to further improve the corporate governance system, strengthen the company’s internal control over futures hedging business, standardize the company’s futures hedging business process, and effectively prevent and reduce the risk of price fluctuation of main raw materials of the company, it is agreed that the company will revise the futures hedging business management system in combination with the actual situation.
Voting results: 7 in favor, 0 against and 0 abstention.
3. The proposal on carrying out commodity futures hedging business in 2022 was deliberated and adopted
After deliberation by the directors attending the meeting, in order to reduce the adverse impact of the price fluctuation of copper and silver, the important raw materials of the company, on the production and operation of the company, comprehensively consider the purchase scale of the company’s raw materials and the expected results of hedging business, and on the premise of ensuring normal production and operation, It is agreed that the company will use its own funds to carry out commodity futures hedging business with a maximum margin balance of no more than 20 million yuan. The business period is from March 4, 2022 to March 3, 2023. Within the above scope, the funds can be recycled. At the same time, the feasibility analysis report on carrying out commodity futures hedging business in 2022 prepared by the company was reviewed and approved.
The independent directors of the company expressed their independent opinions on the matter, and the sponsor Xinda Securities Co., Ltd. issued no objection verification opinions on the matter.
See details disclosed by the company on cninfo.com（ http://www.cn.info.com.cn. ）Announcement on carrying out commodity futures hedging business in 2022 (Announcement No.: 2022-010).
Voting results: 7 in favor, 0 against and 0 abstention.
4. The proposal on changing the business scope and amending the articles of association was deliberated and adopted
After deliberation by the directors present at the meeting, in accordance with the company law of the people’s Republic of China, the articles of association and other relevant provisions, in combination with the company’s business development plan, and in accordance with the requirements of the State Administration of market supervision and Administration for the registration of business scope, it is agreed to change the company’s business scope, and in combination with the situation of the company’s business scope change this time, Amend the articles of association accordingly. At the same time, the general meeting of shareholders shall be requested to authorize the board of directors and its designated personnel to handle subsequent change registration, filing of articles of association and other related matters.
The change and filing of the above industrial and commercial matters shall be subject to the final approval of the competent department of industrial and commercial registration.
See details disclosed by the company on cninfo.com（ http://www.cn.info.com.cn. ）Announcement on changing the business scope and amending the articles of Association (Announcement No.: 2022-011).
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
5. The proposal on convening the first extraordinary general meeting of shareholders in 2022 was deliberated and adopted
After deliberation by the directors attending the meeting, it is agreed that the company will hold the first extraordinary general meeting of shareholders in 2022 on March 10, 2022.
See details disclosed by the company on cninfo.com（ http://www.cn.info.com.cn. ）Notice on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-012).
Voting results: 7 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolution of the 14th meeting of the second board of directors.
It is hereby announced.
Sanyou Corporation Limited(300932) board of directors February 22, 2022
