Securities code: Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) securities abbreviation: Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) Announcement No.: 2022008 Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) the Fourth Board of directors
Announcement of resolutions of the 15th meeting
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
Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) (hereinafter referred to as “the company”) the notice of the 15th meeting of the 4th board of directors was sent to all directors by email and telephone on February 24, 2022. The meeting was held in the company’s conference room in the form of on-site meeting and communication on March 2, 2022. The meeting was convened and presided over by Mr. Hua Guoping, chairman of the company. 9 directors should attend the meeting, 9 directors actually attended the meeting, Mr. Ma Weiguo, Mr. Wang Zhaoqian, Ms. Qiu Suo and Mr. Liu Dan attended the meeting by means of communication voting, and some supervisors and senior managers of the company attended the meeting as nonvoting delegates. The convening, convening and voting of this meeting comply with the provisions of the company law and other relevant laws, regulations, normative documents and the articles of association. The meeting is legal and effective. 2、 Deliberations of the board meeting
1. Proposal on using some over raised funds to invest in the project of expanding the production capacity of pre filled medical packaging materials
After deliberation, it is agreed that the company will initiate Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) investment to expand the production capacity of pre filled medical packaging materials under the background of enterprise strategic development. The estimated total investment is 300 million yuan (the final total investment of the project is subject to the actual investment). It is proposed to use part of the over raised funds to invest in the project.
Voting results: 9 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on using some over raised funds to invest in the project of expanding the production capacity of pre filled medical packaging materials.
The independent directors of the company have expressed their independent opinions on this proposal, and the sponsor Huatai United Securities Co., Ltd. has issued no objection verification opinions on this matter. For details, please refer to the company’s disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Independent opinions of independent directors on matters related to the 15th meeting of the 4th board of directors and verification opinions of Huatai United Securities Co., Ltd. on Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) using part of the over raised funds to invest in the project of expanding the production capacity of pre filled medical packaging materials.
This proposal needs to be submitted to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation.
2. Proposal on general election of the board of directors and nomination of candidates for non independent directors of the Fifth Board of directors
In view of the expiration of the term of office of the Fourth Board of directors of the company, according to the articles of association and relevant laws and regulations, the board of directors of the company needs to be replaced and the members of the new board of directors shall be elected. According to the articles of association, the Fifth Board of directors is composed of 9 people, including 3 independent directors. Recommended by the board of directors and reviewed by the nomination committee of the board of directors, the board of directors nominated Mr. Hua Guoping, Mr. Hua Yimin, Mr. Li Lun, Mr. Xiao Feng, Mr. Ma Weiguo and Mr. Wang Zhaoqian as candidates for non independent directors of the Fifth Board of directors of the company. The term of office of the Fifth Board of directors is three years, from the date of deliberation and approval by the general meeting of shareholders to the date of expiration of the term of office of the Fifth Board of directors.
The directors present at the meeting voted on the above candidates one by one, and the voting results are as follows:
(1) Nominate Mr. Hua Guoping as a candidate for non independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
(2) Nominate Mr. Hua Yimin as a candidate for non independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
(3) Nominate Mr. Li Lun as a candidate for non independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
(4) Nominate Mr. Xiao Feng as a candidate for non independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
(5) Nominate Mr. Ma Weiguo as a candidate for non independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
(6) Nominate Mr. Wang Zhaoqian as a candidate for non independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
Among the directors to be appointed by the 5th board of directors of the company, the total number of directors who concurrently serve as the company’s senior management and staff representatives does not exceed one-half of the total number of directors of the company.
The independent directors of the company expressed their independent opinions on the matter. For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) And other information disclosure media, such as the announcement on the general election of the board of directors and the independent opinions of independent directors on matters related to the 15th meeting of the Fourth Board of directors.
The proposal shall be submitted to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation, and the cumulative voting system shall be adopted to vote the candidates separately.
3. Proposal on general election of the board of directors and nomination of independent director candidates for the Fifth Board of directors
After the review of the nomination committee of the board of directors, combined with the personal resume, qualification and work performance of the recommended person, and after careful investigation, the board of Directors hereby agrees to nominate Mr. Liu Dan, Mr. Liu Li and Mr. Xu Zuojun as independent director candidates of the Fifth Board of directors of the company, of which Mr. Xu Zuojun is an accounting professional. Independent director candidates Mr. Liu Dan and Mr. Liu Li have passed the training of Shenzhen Stock Exchange and obtained the qualification of independent director, and independent director candidate Mr. Xu Zuojun has passed the training of Shanghai Stock Exchange and obtained the qualification of independent director. The term of office of Mr. Liu Li and Mr. Xu Zuojun is three years, that is, from the date of deliberation and approval by the general meeting of shareholders to the date of expiration of the term of office of the Fifth Board of directors; Mr. Liu Dan’s term of office starts from the date of deliberation and approval by the general meeting of shareholders and ends on October 15, 2024.
The directors present at the meeting voted on the above candidates one by one, and the voting results are as follows:
(1) Nominate Mr. Liu Dan as the candidate for independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
(2) Nominate Mr. Liu Li as the candidate for independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
(3) Nominate Mr. Xu Zuojun as the candidate for independent director of the 5th board of directors
Voting result of the proposal: 9 votes in favor, 0 votes against and 0 abstention.
The proportion of independent directors in the 5th board of directors will not be less than one-third of the total number of directors. After the qualification and independence of independent director candidates are filed and reviewed by Shenzhen Stock Exchange, they will be submitted to the general meeting of shareholders of the company together with the candidates for non independent directors of the company for deliberation.
The independent directors of the company expressed their independent opinions on the matter. For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) on the same day And other information disclosure media, such as the announcement on the general election of the board of directors and the independent opinions of independent directors on matters related to the 15th meeting of the Fourth Board of directors.
The proposal shall be submitted to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation, and the cumulative voting system shall be adopted to vote the candidates separately.
4. Proposal on convening the second extraordinary general meeting of shareholders in 2022
After deliberation, it is agreed to convene the second extraordinary general meeting of shareholders in 2022 on March 22, 2022 to review the
The proposal on using part of the over raised funds to invest in the project of expanding the production capacity of pre filled medical packaging materials, the proposal on the general election of the board of directors and the nomination of candidates for non independent directors of the Fifth Board of directors, the proposal on the general election of the board of directors and the nomination of candidates for independent directors of the Fifth Board of directors Proposal on general election of the board of supervisors and nomination of candidates for shareholders’ representative supervisors of the Fifth Board of supervisors.
Voting results: 9 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Notice on convening the second extraordinary general meeting of shareholders in 2022. 3、 Documents for reference 1. Resolution of the 15th meeting of the Fourth Board of directors of Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) company 2. Independent opinions of Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) independent directors on matters related to the 15th meeting of the Fourth Board of directors 3. Verification opinions of Huatai United Securities Co., Ltd. on Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) using part of the over raised funds to invest in the expansion of the production capacity of pre filled medical packaging materials 4 Other documents required by Shenzhen Stock Exchange are hereby announced.
Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) board of directors March 3, 2022
