Jinke Property Group Co.Ltd(000656)
Announcement on the resolutions of the 19th meeting of the 11th board of directors
Securities abbreviation: Jinke Property Group Co.Ltd(000656) securities code: 000656 Announcement No.: 2022-032 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.
Jinke Property Group Co.Ltd(000656) (hereinafter referred to as “the company”) sent a notice on convening the 19th meeting of the 11th board of directors by personal delivery and e-mail on February 21, 2022, and the meeting was held by means of communication voting on February 24, 2022. The meeting was convened and presided over by Mr. Zhou Da, chairman of the company. There were 9 directors and 9 actual directors. The convening, convening and voting procedures of this meeting comply with the provisions of relevant laws, regulations and the articles of association, and the resolutions formed at the meeting are legal and effective. The following proposals were adopted at the board meeting:
1、 The proposal on authorized management of shareholder loans provided by some real estate project companies according to equity ratio was deliberated and adopted
In order to ensure the needs of the operation and project development and construction of the real estate project company, the company and other shareholders of the project company will provide shareholder loans according to the equity ratio and the same conditions in accordance with the provisions of the cooperation agreement. In view of this, according to the relevant provisions of the Shenzhen stock exchange company self regulatory guidelines No. 3 – industry information disclosure of Shenzhen Stock Exchange, the company submits to the general meeting of shareholders to authorize the board of directors and further authorize the chairman of the company to approve the shareholder’s loan.
On the premise of meeting the following conditions, the company and its holding subsidiaries intend to provide shareholder loans for project companies outside the scope of the consolidated statements or with an equity ratio of no more than 50%, with a total amount of no more than 8 billion yuan, due to the capital needs involved in the development and construction of real estate projects in the next 12 months.
See the details of this motion published on cninfo.com.cn on the same day Announcement on authorized management of shareholder loans provided by some real estate project companies according to equity ratio.
The independent directors of the company expressed relevant independent opinions.
The proposal shall be submitted to the general meeting of shareholders of the company for deliberation.
Voting: 9 in favor, 0 against and 0 abstention; Voting result: adopted.
2、 Deliberated and passed the proposal on the transfer of surplus funds of holding subsidiaries by the company and partners according to equity ratio
In order to ensure the operation and project development and construction needs of the holding real estate project subsidiary, the company and other shareholders of the project company, i.e. partners, will provide shareholder loans according to the equity ratio and the same conditions according to the provisions of the cooperation agreement. When the holding subsidiary has idle surplus funds, in order to revitalize its stock funds and speed up the capital turnover, The company will transfer the idle surplus funds in accordance with the business practices of the real estate company and the provisions of the project company’s articles of association and cooperation agreement. In this regard, according to the principle of fair trade, other shareholders of the project company also have the right to call the surplus funds of the project company. In accordance with the relevant provisions of the Listing Rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and other regulations, the behavior of other shareholders of the holding real estate project subsidiary in the above circumstances constitutes the holding subsidiary’s provision of financial assistance to the outside world. The company plans to transfer no less than 3971.01 million yuan of surplus funds from the holding subsidiary according to the equity ratio. In view of this, the board of directors of the company plans to submit to the general meeting of shareholders for approval. Other shareholders of the project company, i.e. partners, transfer no more than 4367.05 million yuan of surplus funds from the holding subsidiary according to the equity ratio.
See the details of this motion published on cninfo.com.cn on the same day Announcement on transferring surplus funds of holding subsidiaries in proportion to equity with partners.
The independent directors of the company expressed relevant independent opinions.
The proposal shall be submitted to the general meeting of shareholders of the company for deliberation.
Voting: 9 in favor, 0 against and 0 abstention; Voting result: adopted.
3、 The proposal on convening the fourth extraordinary general meeting of shareholders in 2022 was deliberated and adopted
The company is scheduled to hold the fourth extraordinary general meeting of shareholders in 2022 at 16:00 on March 14, 2022 (Monday), and the equity registration date is March 9, 2022 (Wednesday).
Voting: 9 in favor, 0 against and 0 abstention; Voting result: adopted.
It is hereby announced
Jinke Property Group Co.Ltd(000656) board of directors
February 25, 2002
