Securities code: 600185 stock abbreviation: Gree Real Estate Co.Ltd(600185) No.: lin2021-045 bond Code: 150385, 143195, 143226, 151272, 188259
Bond abbreviation: grid 18 01, grid 18 02, grid 18 03, grid 19 01, grid 21 02 Gree Real Estate Co.Ltd(600185)
Announcement of resolutions of the board of directors
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The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. 1、 Convening of board meeting
The 22nd Meeting of the seventh board of directors was held by means of communication voting on December 22, 2021. The meeting notice shall be sent by e-mail, fax and delivery. There were 9 directors who should attend the meeting and 9 directors who actually attended the meeting. This meeting complies with the company law of the people’s Republic of China and the articles of association.
2、 Deliberations of the board meeting
(i) Deliberated and passed the proposal on cancellation of initial repurchase shares;
The Company repurchased 51696840 shares of the company for the first time for the purpose of employee stock ownership plan. Based on the consideration of the company’s development strategy and business planning, in order to safeguard the interests of the majority of investors and enhance investors’ confidence in the company, the company decided to change the purpose of the remaining first repurchase shares of 40246840 shares except for the employee stock ownership plan to cancel and reduce the registered capital accordingly.
According to the articles of association, the cancellation of the initial repurchase shares and the corresponding reduction of the registered capital need to be submitted to the general meeting of shareholders for deliberation.
Voting: 9 in favor, 0 against and 0 abstention
Independent directors have expressed their consent to this proposal.
For details, see the announcement on changing the purpose of initial share repurchase disclosed by the company on the same day.
（2） Deliberated and passed the proposal on changing the purpose of the second share repurchase;
The Company repurchased 49095061 shares of the company for the second time for the purpose of converting corporate bonds convertible into shares issued by listed companies (hereinafter referred to as “convertible bonds”).
Based on the fact that the company has no plan to issue convertible bonds, and the company has changed the purpose of the first repurchase of 40246840 shares originally used for the employee stock ownership plan to cancel and reduce the registered capital, the company has decided to change the purpose of the second repurchase of shares to the employee stock ownership plan in order to continue to improve the cohesion of employees and the competitiveness of the company in the future, It can be implemented at one time or by stages. If all the repurchased shares cannot be granted due to the company’s employees’ abandonment of subscription for shares, the company will convene the board of directors to start the procedure of separately disposing some of the shares not granted.
Voting: 9 in favor, 0 against and 0 abstention
Independent directors have expressed their consent to this proposal.
For details, see the announcement on changing the purpose of the second share repurchase disclosed by the company on the same day.
（3） Deliberated and adopted the amendment of the
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Proposal of the;
The current share capital of the company is 1944686896 shares. The company plans to cancel 40246840 shares repurchased for the first time and reduce the registered capital accordingly. After the cancellation, the share capital is 1904440056 shares. Therefore, it is proposed to amend the relevant provisions of the articles of association.
According to the articles of association, this proposal needs to be submitted to the general meeting of shareholders for deliberation.
Voting: 9 in favor, 0 against and 0 abstention
For details, please refer to the notice on modifying the company disclosed by the company on the same day
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Notice of.
（4） Deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022;
It is agreed that the company will hold the first extraordinary general meeting of shareholders in 2022 at 14:30 p.m. on January 7, 2022. Voting: 9 in favor, 0 against and 0 abstention
（5） The proposal on the appointment of vice president of the company was deliberated and adopted.
It is agreed to appoint Ms. Xu Qing (resume attached) as the vice president of the company, and the term of appointment shall be from the date of adoption of the resolution of the meeting to the date of expiration of the term of office of the seventh board of directors.
Independent directors have expressed their consent to this proposal.
Voting: 9 in favor, 0 against and 0 abstention
It is hereby announced.
Gree Real Estate Co.Ltd(600185)
Board of directors
December 22, 2001 Annex:
Resume of Ms. Xu Qing:
Ms. Xu Qing, born in 1985, has a bachelor’s degree. From July 2006 to February 2014, served as secretary of chairman Zhu Jianghong at Gree Electric Appliances Inc.Of Zhuhai(000651) ; Since March 2014, he has successively served as deputy director of Gree Real Estate Co.Ltd(600185) office and director of administration department; Now he is the Gree Real Estate Co.Ltd(600185) director, deputy general manager of overseas business department and managing director of Baolian (Zhuhai Hengqin) commercial retail Co., Ltd.
Ms. Xu Qing has no relationship with the controlling shareholder of the company. Except for participating in the company’s employee stock ownership plan, she does not directly hold the company’s shares, nor has she been punished by the CSRC and other relevant departments or the stock exchange.
