Securities code: 002927 securities abbreviation: Guizhou Taiyong-Changzheng Technology Co.Ltd(002927) Announcement No.: 2022-002 Guizhou Taiyong-Changzheng Technology Co.Ltd(002927)
Announcement on the resolution of the fourth 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 held
Guizhou Taiyong-Changzheng Technology Co.Ltd(002927) (hereinafter referred to as “the company”) the notice of the fourth meeting of the third board of directors was sent to all directors by mail and telephone on February 18, 2022, and the meeting was held in the company’s conference room by on-site and communication on February 23, 2022. There are 8 directors to attend the meeting, including Wang Wei, Chen Zhongli, Zhong Mingxia and Liu Shanmin. The company’s supervisors and senior managers attended the meeting as nonvoting delegates. The meeting was presided over by Mr. Huang Zhengqian, chairman of the company. The meeting was held in accordance with relevant laws, regulations, departmental rules, the articles of association and the rules of procedure of the board of directors, and was legal and effective.
2、 Deliberations of the meeting
1. The proposal on canceling some granted stock options was deliberated and passed
After careful verification by the directors present at the meeting, they agreed to cancel 8892 stock options that had resigned and had not been exercised in the first phase. The independent directors have expressed their independent opinions on this proposal, Beijing Anjie (Shanghai) law firm has issued a legal opinion on this matter, and Shanghai Xingong Technology Group Co., Ltd. has issued an independent financial advisory report on this matter. For details, see the company on the same day in China Securities News, Securities Times and cninfo (www.cn. Info. Com. CN) Relevant announcements disclosed on.
Voting results: 8 in favor, 0 against and 0 abstention.
2. The proposal on repurchasing and cancelling part of the granted restricted shares was deliberated and adopted
After careful verification by the directors attending the meeting, it was agreed to repurchase and cancel 146510 restricted shares granted to 10 resignation incentive objects but not lifted. The independent directors have expressed their independent opinions on this proposal, Beijing Anjie (Shanghai) law firm has issued a legal opinion on this matter, and Shanghai Xingong Technology Group Co., Ltd. has issued an independent financial advisory report on this matter. For details, see the company on the same day in China Securities News, Securities Times and cninfo (www.cn. Info. Com. CN) Relevant announcements disclosed on.
Voting results: 8 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.
3. The proposal on changing the registered capital of the company and amending the articles of association was deliberated and passed
After careful verification by the directors attending the meeting, it is agreed that the total share capital will be changed from 223355600 shares to 22320909 shares, the registered capital of the company will be changed from 223355600 yuan to 22320909 yuan, and some provisions of the articles of association will be revised. For details, please refer to China Securities Journal, securities times and http://www.cn.info.com.cn Relevant announcements disclosed on.
Voting results: 8 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.
4. The proposal on convening the first extraordinary general meeting of shareholders in 2022 was deliberated and adopted
The company plans to hold the first extraordinary general meeting of shareholders in 2022 at 14:30 on Tuesday, March 15, 2022 in the conference room on the 4th floor, building F, new material port, Changyuan, Gaoxin Zhongyi Road, Nanshan District, Shenzhen. For details, please refer to China Securities Journal, securities times and http://www.cn.info.com.cn Notice on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-006) disclosed on the. Voting results: 8 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolutions of the fourth meeting of the third board of directors;
2. Independent opinions of independent directors on matters related to the fourth meeting of the third board of directors;
3. Legal opinion of Beijing Anjie (Shanghai) law firm on the cancellation of some stock options and repurchase and cancellation of some restricted shares under the Guizhou Taiyong-Changzheng Technology Co.Ltd(002927) 2019 stock option and restricted stock incentive plan;
4. Independent financial advisory report of Shanghai Xingong Technology Group Co., Ltd. on matters related to the cancellation of stock options and restricted stock incentive plan and the cancellation of restricted stock repurchase in Guizhou Taiyong-Changzheng Technology Co.Ltd(002927) 2019.
It is hereby announced.
Guizhou Taiyong-Changzheng Technology Co.Ltd(002927) board of directors
February 24, 2022
