Announcement of resolutions of the 14th meeting of the 4th board of directors
Securities code: Guangzhou Shiyuan Electronic Technology Company Limited(002841) securities abbreviation: Guangzhou Shiyuan Electronic Technology Company Limited(002841) Announcement No.: 2022023 Guangzhou Shiyuan Electronic Technology Company Limited(002841)
Announcement of resolutions of the 14th meeting of the 4th board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without any false records, misleading statements or major omissions.
1、 Meetings of the board of directors
The 14th meeting of the 4th board of directors of Guangzhou Shiyuan Electronic Technology Company Limited(002841) (hereinafter referred to as "the company" or " Guangzhou Shiyuan Electronic Technology Company Limited(002841) ") was held by means of communication at 14:00 on March 8, 2022. The meeting notice will be sent by email on March 7, 2022. The meeting was presided over by the chairman, Mr. Wang Yiran. There were 9 directors who should attend the meeting, 9 actually attended the meeting, and the company's supervisors and senior executives attended the meeting as nonvoting delegates. The meeting of the board of directors was held in accordance with the company law of the people's Republic of China and other laws and regulations and the provisions of the company's internal systems such as Guangzhou Shiyuan Electronic Technology Company Limited(002841) articles of association.
2、 Deliberations of the board of directors
At this meeting, the following resolutions were formed one by one by voting:
(I) the proposal on the company's compliance with the conditions for non-public development of A-Shares was deliberated and adopted by 9 votes in favor, 0 against and 0 abstention.
In order to enhance the company's core competitiveness and further enhance its profitability, the company plans to issue no more than 199964911 (including 199964911) A shares to specific objects, and the total amount of funds raised will not exceed 1995494400 yuan (including 1995494400 yuan).
In accordance with the relevant provisions of the company law of the people's Republic of China, the securities law of the people's Republic of China, the measures for the administration of securities issuance by listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other laws, regulations and rules, and in comparison with the conditions for non-public offering of A-Shares by listed companies, after careful self-examination and demonstration of the actual situation and relevant matters of the company, the board of directors, It is considered that the company meets the conditions for non-public issuance of a shares.
The independent director issued an independent opinion: the company complies with the company law of the people's Republic of China
Announcement of resolutions of the 14th meeting of the 4th board of directors
The securities law of the people's Republic of China, the measures for the administration of securities issuance by listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other laws, regulations and rules related to the non-public offering of listed companies. The company meets the conditions for this non-public offering of a shares.
(II) the proposal on adjusting the company's 2021 non-public offering of A-Shares was deliberated and adopted by 9 votes in favor, 0 against and 0 abstention.
According to the relevant regulatory requirements of the China Securities Regulatory Commission, the financial investment amount invested by the company from six months before the resolution date of the board of directors on the non-public offering of A-Shares in 2021 to the non-public offering of A-Shares shall be deducted from the total amount of funds raised. Therefore, the company adjusted the plan for the non-public offering of a shares.
[for details, please refer to the company's website on March 9, 2022 (www.cn. Info. Com. CN.) Disclosed "2021 non-public Development Bank A-share stock plan (Second Revision)", announcement on adjusting the company's non-public development bank stock plan (Announcement No.: 2022025), independent opinions of independent directors on matters related to non-public Development Bank shares]
(III) the proposal on the company's plan for non-public development of A-Shares in 2021 (the second revised draft) was deliberated and adopted by 9 votes in favor, 0 against and 0 abstention.
[for details, please refer to the company's website on March 9, 2022 (www.cn. Info. Com. CN.) Disclosed "2021 non-public Development Bank A-share stock plan (Second Revision)", announcement on adjusting the company's non-public development bank stock plan (Announcement No.: 2022025), independent opinions of independent directors on matters related to non-public Development Bank shares]
(IV) the proposal on the feasibility analysis report on the use of funds raised by non-public Development Bank A shares in 2021 (Second Revision) was deliberated and adopted by 9 votes in favor, 0 votes against and 0 abstentions.
[for details, please refer to the company's website on March 9, 2022 (www.cn. Info. Com. CN.) The disclosed feasibility analysis report on the use of funds raised by non-public development banks for A-Shares in 2021 (Second Revised Version)] (V) deliberated and adopted the proposal on the company's non-public offering of A-Shares in 2021, diluted immediate return, filling measures and commitments of relevant subjects (Second Revised Version) with 9 votes in favor, 0 votes against and 0 abstentions.
[for details, please refer to the company's website on March 9, 2022 (www.cn. Info. Com. CN.) disclosure
Announcement of resolutions of the 14th meeting of the 4th board of directors
Independent directors' independent opinions on matters related to non-public Development Bank shares, announcement on the diluted immediate return, filling measures and commitments of relevant subjects (Second Revision) of non-public Development Bank A shares in 2021 (Announcement No.: 2022027)]
3、 Documents for future reference
1. Resolution of the 14th meeting of the 4th board of directors
2. Independent opinions of independent directors on matters related to non-public offering of shares
It is hereby announced.
Guangzhou Shiyuan Electronic Technology Company Limited(002841) board of directors March 9, 2022
