Securities code: Suzhou Victory Precision Manufacture Co.Ltd(002426) securities abbreviation: Suzhou Victory Precision Manufacture Co.Ltd(002426) Announcement No.: 2022024 Suzhou Victory Precision Manufacture Co.Ltd(002426)
Announcement of resolutions of the 20th meeting of the 5th 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 of board meeting
Suzhou Victory Precision Manufacture Co.Ltd(002426) (hereinafter referred to as "the company" or " Suzhou Victory Precision Manufacture Co.Ltd(002426) ") the 20th meeting of the 5th board of directors sent the meeting notice by e-mail and personal delivery on March 3, 2022. The meeting will be held in the company's communication room at 6:00 on the morning of October 2023. Mr. Xu Yang and Mr. Liu Jinbo, the directors, Mr. Huang Hui and Ms. Zhang Xuefen, the independent directors, attended the meeting by means of communication. There were 6 directors who should be present and 6 actually. The meeting was presided over by Mr. Gao Yugen, chairman of the board of directors, and the supervisors and senior managers of the company attended the meeting as nonvoting delegates. The meeting was held in accordance with the relevant provisions of the company law and the articles of association.
2、 Deliberations of the board meeting
After careful deliberation by the directors attending the meeting, the following proposals were passed by voting, and the following resolutions were formed:
（1） Deliberated and passed the proposal on providing guarantee for joint stock companies
In view of the fact that the company is currently promoting the equity transfer of Nanjing Dele Technology Co., Ltd. (hereinafter referred to as "Nanjing Dele"), in order to ensure the normal and stable production and operation of Nanjing Dele in the process of equity transfer, solve its production and operation capital needs, and promote its business development and economic efficiency, the company agrees to provide guarantee for Nanjing dele, The guarantee amount shall not exceed RMB 300 million. The guarantee scope includes but is not limited to bank loans, bank acceptance bills, letters of credit, letter of guarantee, factoring and other varieties. The guarantee methods include but are not limited to joint and several liability guarantee, mortgage guarantee and other methods. The details shall be subject to the relevant agreements actually signed. The above guarantee limit is valid from the date of approval by the general meeting of shareholders to December 31, 2022. At the same time, the board of directors requests the general meeting of shareholders to authorize the management to handle relevant matters.
Before the completion of 49% equity transfer, Nanjing Dele is a joint-stock company of the company, and other shareholders of Nanjing Dele will provide guarantees with the same conditions according to their equity ratio; After the 49% equity transfer is completed, the company will sign a separate agreement with the shareholders of Nanjing Dele according to relevant regulations to agree on risk control measures, and the shareholders of Nanjing Dele will provide counter guarantee of Suzhou Victory Precision Manufacture Co.Ltd(002426) with the same conditions.
For details, please refer to China Securities News, Shanghai Securities News, securities times, securities daily and cninfo (www.cn. Info. Com. CN.) Announcement on external guarantee of the company (Announcement No.: 2022025).
The independent directors of the company have expressed independent opinions on this proposal. For details, see http://www.cn.info.com.cn.
Voting results: 6 in favor, 0 against and 0 abstention.
This proposal must be submitted to the general meeting of shareholders of the company for deliberation and approval.
(II) deliberated and passed the proposal on convening the second extraordinary general meeting of shareholders in 2022
According to the requirements of the company law, securities law and other laws, regulations and relevant provisions, the company held the second extraordinary general meeting of shareholders in 2022 at 15:00 p.m. on March 22, 2022 to review the proposals submitted by the board of directors.
For details, please refer to China Securities News, securities times, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN.) Notice on convening the second extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022026).
Voting results: 6 in favor, 0 against and 0 abstention.
Suzhou Victory Precision Manufacture Co.Ltd(002426) board of directors March 6, 2022
