Securities code: 301090 securities abbreviation: China Resources Chemical Innovative Materials Co.Ltd(301090) Announcement No.: 2022-011
China Resources Chemical Innovative Materials Co.Ltd(301090)
Announcement of resolutions of the 23rd Meeting of the first 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、 Convening and attendance of the meeting
China Resources Chemical Innovative Materials Co.Ltd(301090) (hereinafter referred to as “the company”) the notice of the 23rd Meeting of the first board of directors was sent in writing and e-mail on February 18, 2022. The meeting was held in the conference room on the fifth floor of the company at 15:00 p.m. on February 24, 2022 by on-site and communication voting. There were 7 directors, including Yang Shixu, Rong Jian Zhu Limin, Guo Baohua and other four directors attended the meeting by means of communication. The candidates for directors, Mr. Zhang Liang and Mr. Chen Xiangjun, as well as the Secretary of the board of directors and senior managers of the company, attended the meeting as nonvoting delegates. The meeting was convened and presided over by Mr. Chen Xiaojun, chairman of the company. The convening, convening and voting of the meeting comply with the provisions of the company law and the articles of association, and the resolutions of the meeting are legal and effective.
2、 Deliberations of the board meeting
After deliberation by all directors, relevant proposals were passed by open ballot at this meeting, and the following resolutions were formed:
(I) deliberated and passed the proposal on changing directors of the company:
1. Deliberated and adopted the proposal on nominating Mr. Zhang Liang as a candidate for non independent directors;
After deliberation, the meeting agreed to nominate Mr. Zhang Liang as a candidate for non independent director of the first board of directors of the company, with a term of office from the date of deliberation and approval of the second extraordinary general meeting of shareholders in 2022 to the date of expiration of the current board of directors.
Voting: 7 votes in favor; 0 abstention; 0 votes against, and the motion was passed.
2. Deliberated and adopted the proposal on nominating Mr. Chen Xiangjun as a candidate for non independent directors;
After deliberation, the meeting agreed to nominate Mr. Chen Xiangjun as a candidate for non independent director of the first board of directors of the company, with a term of office from the date of deliberation and approval of the second extraordinary general meeting of shareholders in 2022 to the date of expiration of the current board of directors.
Voting: 7 votes in favor; 0 abstention; 0 votes against, and the motion was passed.
For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Relevant announcements.
The independent directors of the company have expressed their independent opinions on this matter. This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(II) deliberated and passed the proposal on adjusting the members of the special committee of the board of directors of the company
After deliberation, the meeting agreed to adjust the members of the special committee of the board of directors of the company. The list of members after adjustment is as follows: Audit Committee: Rong Jian (convener), Zhu Limin and Chen Xiangjun (director candidate);
Strategy Committee: Chen Xiaojun (convener), Guo Baohua, Wang Junxiang, Zhang Liang (director candidate); Nomination Committee: Guo Baohua (convener), Zhu Limin, Wang Junxiang;
Remuneration and assessment committee: Zhu Limin (convener), Rong Jian, Zhang Liang (director candidate)
Since the above list of committee members involves two candidates for directors, their positions will take effect after being elected as directors of the company at the second extraordinary general meeting of shareholders in 2022.
The term of office of the above members is consistent with the term of office of the first board of directors of the company, and their responsibilities, authorities, decision-making procedures and rules of procedure are implemented in accordance with the articles of association and the working rules of the special committee of the board of directors.
Voting: 7 votes in favor; 0 abstention; 0 votes against, and the motion was passed.
(III) the proposal on convening the second extraordinary general meeting of shareholders in 2022 was reviewed and approved. After deliberation, it was agreed that the company would convene the second extraordinary general meeting of shareholders in 2022 at 15:00 p.m. on March 14, 2022 to review the above proposals to be submitted to the general meeting of shareholders for deliberation. For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Relevant announcements.
Voting: 7 votes in favor; 0 abstention; 0 votes against, and the motion was passed.
3、 Documents for future reference
1. Resolution of the 23rd Meeting of the first board of directors; 2. Independent opinions of independent directors on matters related to the 23rd Meeting of the first board of directors. It is hereby announced!
China Resources Chemical Innovative Materials Co.Ltd(301090) board of directors
February 24, 2022
