Securities code: Fujian Cosunter Pharmaceutical Co.Ltd(300436) securities abbreviation: Fujian Cosunter Pharmaceutical Co.Ltd(300436) Announcement No.: 2022023 Fujian Cosunter Pharmaceutical Co.Ltd(300436)
Announcement on the resolutions of the 12th 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 false records, misleading statements or major omissions.
1、 Meetings of the board of directors
Fujian Cosunter Pharmaceutical Co.Ltd(300436) (hereinafter referred to as “the company”) the 12th meeting of the 4th board of directors was notified by e-mail and telephone on March 4, 2022 and held in the conference room on the second floor of building B, building 10, Fuzhou Software Park, No. 89, Fuzhou software Avenue on March 9, 2022. The meeting was presided over by Mr. Li Guoping, chairman of the board of directors. There were 9 directors who should attend the meeting and 9 directors who actually attended the meeting. The meeting was held in accordance with the provisions of the company law and the articles of association.
2、 Deliberations of the board meeting
(I) the proposal on signing technical service contracts and related party transactions was deliberated and adopted
The board of directors agreed that the company signed the technical service contract with Fujian ruitailai Pharmaceutical Technology Co., Ltd. (hereinafter referred to as “ruitailai”) and accepted the entrustment of ruitailai to provide it with technical services such as pilot test technology transfer, process verification and dynamic production of on-site verification of a total of 10 drugs. The total contract amount (tax included) is RMB 40.081 million. For details, the company disclosed on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on signing technical service contract and related party transactions (Announcement No.: 2022025).
The proposal was considered and adopted by 6 votes in favor, 0 against and 0 abstention. Related directors Mr. Li Guoping, Ms. Ye Liqing and Mr. Li Guodong abstained from voting. This proposal must be submitted to the general meeting of shareholders for deliberation. The independent directors have issued the independent opinions approved and agreed in advance.
The sponsor Citic Securities Company Limited(600030) issued an agreed verification opinion.
(II) through deliberation and approval of the proposal on using the raised funds to increase capital to subsidiaries to implement projects invested with raised funds, the board of directors agreed that the company would use the raised funds of 40 million yuan to increase the capital of Fujian Fujian Cosunter Pharmaceutical Co.Ltd(300436) Jintang Pharmaceutical Co., Ltd. (hereinafter referred to as “Jintang pharmaceutical”), and authorized the management of Jintang pharmaceutical to be responsible for handling the industrial and commercial change registration procedures related to the capital increase.
For details, the company disclosed on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on using raised funds to increase capital to subsidiaries to implement raised investment projects (Announcement No.: 2026).
The proposal was considered and adopted by 9 votes in favor, 0 against and 0 abstention.
The independent directors expressed their independent opinions.
The sponsor Citic Securities Company Limited(600030) issued an agreed verification opinion.
(III) the proposal on convening the second extraordinary general meeting of shareholders in 2022 was deliberated and adopted
For details, the company disclosed 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 (Announcement No.: 2027).
The proposal was considered and adopted by 9 votes in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolutions of the 12th meeting of the 4th board of directors;
2. Independent opinions of independent directors on matters related to the 12th meeting of the Fourth Board of directors;
3. Prior approval opinions of independent directors on matters related to the 12th meeting of the Fourth Board of directors; 4. Citic Securities Company Limited(600030) verification opinions on the signing of technical service contract and related party transactions by Fujian Cosunter Pharmaceutical Co.Ltd(300436) Fujian Cosunter Pharmaceutical Co.Ltd(300436) ;
5. Citic Securities Company Limited(600030) verification opinions on Fujian Cosunter Pharmaceutical Co.Ltd(300436) using raised funds to increase capital to subsidiaries to implement raised investment projects;
6. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
Fujian Cosunter Pharmaceutical Co.Ltd(300436) board of directors March 9, 2022
