Securities code: Shandong Hi-Speed Road&Bridge Co.Ltd(000498) securities abbreviation: Shandong Hi-Speed Road&Bridge Co.Ltd(000498) Announcement No.: 202216
Shandong Hi-Speed Road&Bridge Co.Ltd(000498)
Announcement of resolutions of the 32nd meeting of the 9th 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、 Meetings of the board of directors
Shandong Hi-Speed Road&Bridge Co.Ltd(000498) (hereinafter referred to as “the company” or “the company”) the 32nd meeting of the ninth board of directors was held by means of communication on March 7, 2022. The notice of the meeting shall be sent to all directors, supervisors and senior managers 3 days ago. 9 directors should attend the meeting and 9 actually attended. The meeting was held in accordance with the relevant provisions of laws, regulations and the articles of association. 2、 Deliberations of the board meeting
(I) deliberated and passed the proposal on renewing the series of framework agreements on connected transactions
In January 2019, the company and the controlling shareholder Shandong Hi-Speed Company Limited(600350) Group Co., Ltd. (hereinafter referred to as “Expressway Group”) signed the framework agreement on raw material procurement, the framework agreement on engineering construction services and the framework agreement on financial services for a period of three years. Since Expressway Group is the controlling shareholder of the company and according to the needs of production and operation, the company and its subordinate enterprises purchase raw materials (except for the procurement requiring bidding according to the law) and provide engineering construction services (except for the projects requiring bidding according to the law) from the controlling shareholder Expressway Group and its subordinate enterprises Expressway Group provides financial services to the company and its subordinate enterprises through qualified financial institutions. Accordingly, both parties intend to renew the framework agreement on raw material procurement, the framework agreement on engineering construction services and the framework agreement on financial services.
For details, see China Securities Journal, securities times, Securities Daily, Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) on March 8, 2022 The announcement on renewing a series of framework agreements on related party transactions disclosed.
The counterparty of this transaction is Shandong Hi-Speed Company Limited(600350) Group Co., Ltd., the controlling shareholder and affiliated legal person of the company. Therefore, the transaction formed a related party transaction, and the related directors Mr. Zhou Xinbo and Mr. Ma Ning avoided voting. Voting results: 7 in favor, 0 against and 0 abstention. The motion was passed.
Independent directors have made prior recognition and expressed agreed independent opinions. This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(II) deliberated and passed the proposal on convening the first extraordinary general meeting of shareholders in 2022
The company plans to hold the first extraordinary general meeting of shareholders in 2022 in the conference room on the fourth floor of the company on Wednesday, March 23, 2022. For details, see China Securities Journal, securities times, Securities Daily, Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) on March 8, 2022 Notice on convening the first extraordinary general meeting of shareholders in 2022 disclosed.
Voting results: 9 in favor, 0 against and 0 abstention. The proposal was passed.
3、 Documents for future reference
1. Resolutions of the 32nd meeting of the 9th board of directors;
2. Prior approval and independent opinions of independent directors on matters related to the 32nd meeting of the ninth board of directors.
It is hereby announced.
Shandong Hi-Speed Road&Bridge Co.Ltd(000498) board of directors March 7, 2022
