Securities code: 300825 securities abbreviation: Iat Automobile Technology Co.Ltd(300825) Announcement No.: 2022-020 Iat Automobile Technology Co.Ltd(300825)
Announcement of resolutions of the 15th meeting of the 4th 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
1. The notice of the board of directors was delivered to all directors by electronic communication on February 17, 2022. 2. The board of directors was held on February 24, 2022 by means of on-site combined with communication voting. The on-site meeting address is the conference room of Iat Automobile Technology Co.Ltd(300825) (hereinafter referred to as “the company”) of yard 7, Liangshuihe Second Street, Beijing Economic and Technological Development Zone, Beijing.
3. There were 9 directors who should attend the meeting and 9 actually attended the meeting. No director entrusted other directors to attend or be absent from the meeting. The directors attending the meeting voted on the proposals considered at the meeting by open ballot.
4. The board of directors was presided over by Mr. Xuan Qiwu, chairman of the board of directors, and the supervisors and senior managers of the company attended the board of directors as nonvoting delegates.
5. 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 (hereinafter referred to as the “company law”) and the Iat Automobile Technology Co.Ltd(300825) articles of Association (hereinafter referred to as the “articles of association”).
2、 Deliberations of the board meeting
After careful deliberation, full discussion and prudent voting by the directors present at the meeting, the following proposals were considered and passed: (I) the proposal on using temporarily idle own funds for entrusted financial management was considered and passed
In order to improve the use efficiency of the company’s funds, make rational use of idle self owned funds and obtain better investment returns, after deliberation, we agree that the company and its subsidiaries use temporary idle self owned funds of no more than 800 million yuan for entrusted financial management without affecting normal operation and ensuring capital safety, The term is 12 months from the date of deliberation and approval of the second extraordinary general meeting of shareholders in 2022. Within the above quota and period, the funds can be used on a rolling basis. The company authorizes the management to exercise the investment decision-making power within the above validity period and capital limit, and the financial department is responsible for organizing the implementation.
The independent directors of the company have expressed their agreed independent opinions on this matter, and the recommendation institution of the company has issued verification opinions.
The specific contents of the proposal are detailed in cninfo.com, the gem information disclosure website designated by the CSRC on February 25, 2022（ http://www.cn.info.com.cn. ）Announcement on using temporarily idle self owned funds for entrusted financial management (Announcement No.: 2022-022).
Voting results: 9 in favor, 0 abstention, 0 against and 0 avoidance.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(II) deliberated and passed the proposal on daily connected transactions expected in 2022
In accordance with relevant laws and regulations, the articles of association, the management measures for related party transactions and other relevant provisions, the company has analyzed the actual implementation of the prediction of daily related party transactions in 2021, and reasonably predicted the daily related party transactions of the company in 2022 in combination with the actual needs of the company’s operation.
The independent directors of the company expressed their prior approval opinions and independent opinions on the matter, and the recommendation institution of the company issued verification opinions.
The specific contents of the proposal are detailed in cninfo.com, the gem information disclosure website designated by the CSRC on February 25, 2022（ http://www.cn.info.com.cn. ）Announcement on daily related party transactions expected in 2022 (Announcement No.: 2022-023) disclosed.
Voting results: 6 in favor, 0 abstention and 0 against. Directors Mr. Xuan Qiwu, Ms. Liu Jian and Mr. Zhang Liqiang avoided voting.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(III) the proposal on applying to the bank for comprehensive credit line and accepting guarantee from related parties was passed. After deliberation, it was agreed that the company would apply to Bank Of Ningbo Co.Ltd(002142) Beijing Branch for a one-year comprehensive credit line with an amount not exceeding 60 million yuan, and the actual controllers of the company, Mr. Xuan Qiwu and Ms. Liu Jian, would provide personal unlimited joint and several liability guarantee free of charge.
The independent directors of the company have expressed their agreed independent opinions on this matter, and the recommendation institution of the company has issued verification opinions.
The specific contents of the proposal are detailed in cninfo.com, the gem information disclosure website designated by the CSRC on February 25, 2022（ http://www.cn.info.com.cn. ）Announcement on applying for comprehensive credit line from banks and accepting guarantee from related parties (Announcement No.: 2022-024).
Voting results: 7 in favor, 0 abstention and 0 against. The directors Mr. Xuan Qiwu and Ms. Liu Jian avoided voting.
This proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation.
(IV) deliberated and passed the proposal on Amending the articles of association and handling the industrial and commercial change registration
After deliberation, the company agreed to change the number of the board of directors and the board of supervisors, and revised the articles of association and handled the registration of industrial and commercial changes in accordance with the company law, the guidelines for the articles of association of listed companies, the Listing Rules of Shenzhen Stock Exchange gem and other relevant provisions.
The specific contents of the proposal are detailed in cninfo.com, the gem information disclosure website designated by the CSRC on February 25, 2022（ http://www.cn.info.com.cn. ）Announcement on Amending the articles of association and handling the industrial and commercial change registration (Announcement No.: 2022-025).
Voting results: 9 in favor, 0 abstention, 0 against and 0 avoidance.
This proposal shall be submitted to the general meeting of shareholders of the company for deliberation, and shall be approved by more than two-thirds of the effective voting rights held by the shareholders attending the general meeting of shareholders.
(V) deliberated and passed the proposal on by election of members of the fourth remuneration and assessment committee of the company
After deliberation, it is agreed that Mr. Zhang Liqiang, a director and general manager of the company, will be elected as a member of the remuneration and assessment committee of the Fourth Board of directors of the company.
Voting results: 9 in favor, 0 abstention, 0 against and 0 avoidance.
This proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation.
(VI) the proposal on convening the second extraordinary general meeting of shareholders in 2022 was deliberated and adopted
The board of directors will hold the second extraordinary general meeting of the company in 2022 at 14:30 p.m. on Monday, March 14, 2022 in the conference room of the company, building 11, yard 7, Liangshuihe Second Street, Beijing Economic and Technological Development Zone, Beijing.
The specific contents of the proposal are detailed in cninfo.com, the gem information disclosure website designated by the CSRC on February 25, 2022（ http://www.cn.info.com.cn. ）Notice on convening the second extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-026).
Voting results: 9 in favor, 0 abstention, 0 against and 0 avoidance.
This proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation.
3、 Documents for future reference
1. Resolutions of the 15th meeting of the 4th board of directors;
2. Prior approval opinions of independent directors on matters related to the 15th meeting of the Fourth Board of directors; 3. Independent opinions of independent directors on matters related to the 15th meeting of the Fourth Board of directors.
It is hereby announced.
Iat Automobile Technology Co.Ltd(300825) board of directors February 25, 2022
