Securities code: Shandong Hi-Speed Road&Bridge Co.Ltd(000498) securities abbreviation: Shandong Hi-Speed Road&Bridge Co.Ltd(000498) Announcement No.: 202219
Shandong Hi-Speed Road&Bridge Co.Ltd(000498)
Announcement on the resolution of the 33rd 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 33rd meeting of the ninth board of directors was held by means of communication on March 11, 2022. With the unanimous consent of all directors, the notice of the meeting was sent to all directors, supervisors and senior managers on March 9, 2022. There are 9 directors who should attend the meeting and 9 directors who actually attend the meeting. The convening and convening of the meeting shall comply 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 winning the bid for linteng expressway, Gaoshang expressway, xiaoxujia Yaoqiang Airport Expressway, xiaoxujia Ganggou expressway, Dongqing Expressway and investing in Lingxi No. 7 and Jinan Hongjia
In December 2021, Shandong Road and Bridge Group Co., Ltd. (hereinafter referred to as "road and Bridge Group") and other subsidiaries of the company were determined as Linyi Tengzhou highway project (hereinafter referred to as "Linyi Tengzhou expressway") and Gaoqing Shanghe highway project (hereinafter referred to as "Gaoshang expressway") through public bidding The bid winner of the reconstruction and expansion project from xiaoxujia hub to Yaoqiang airport section of the east line of Jinan Ring Expressway (hereinafter referred to as "xiaoxujia Yaoqiang airport expressway") and the reconstruction and expansion project from xiaoxujia to Ganggou section of Jinan Ring Expressway (hereinafter referred to as "xiaoxujia Ganggou expressway") Bid winning candidate of Dongying Qingzhou expressway reconstruction and expansion project (hereinafter referred to as "Dongying Qingzhou expressway"). According to the requirements of the tenderee of linteng expressway, Gaoshang expressway, xiaoxujia Yaoqiang Airport Expressway, xiaoxujia Ganggou Expressway and Dongqing expressway, the winning subsidiary of the company plans to make a total of 1989.4 million yuan in the form of its own funds or a designated third party to subscribe for the limited partner share of the designated Jinan shangao Lingxi No. 7 Investment Center (limited partnership). After the capital contribution is completed, Lingxi No. 7 will use its capital contribution as a limited partner to participate in the capital contribution of Jinan Hongjia investment partnership (limited partnership).
For details, please refer to www.cn.info.com.cn. On March 12, 2022 And China Securities News, securities times, securities daily and Shanghai Securities News's related party transaction announcement on winning the bid for linteng expressway, Gaoshang expressway, xiaoxujia Yaoqiang Airport Expressway, xiaoxujia Ganggou expressway, Dongqing Expressway and investing in Lingxi No. 7 and Jinan Hongjia.
This proposal involves related party transactions, and related directors Mr. Zhou Xinbo and Mr. Ma Ning abstain from voting. Voting results: 7 in favor, 0 against and 0 abstention. The proposal was passed.
Independent directors have made prior recognition and expressed agreed independent opinions.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(II) deliberated and passed the proposal on winning the bid for linteng Expressway and Gaoshang Expressway and investing in shangao Zhiyuan
According to the requirements of the bidding documents and addenda of linteng Expressway and Gaoshang expressway, the company's subsidiaries Ningxia highway and Bridge Construction Co., Ltd. and Shandong Binzhou Highway Engineering Co., Ltd. intend to subscribe for the limited partner share of the designated Jinan shangao Zhiyuan Investment Center (limited partnership) in the form of self owned funds or designated third-party contribution, with a total of no more than 326.37 million yuan.
For details, please refer to www.cn.info.com.cn. On March 12, 2022 And the announcement on winning the bid for lingteng expressway, Gaoshang Expressway and investing in shangao Zhiyuan from China Securities Journal, securities times, securities daily and Shanghai Securities News.
This proposal involves related party transactions, and related directors Mr. Zhou Xinbo and Mr. Ma Ning abstain from voting. Voting results: 7 in favor, 0 against and 0 abstention. The proposal was passed.
Independent directors have made prior recognition and expressed agreed independent opinions.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(III) the proposal on winning the bid for Ji He Expressway and investing in an Cheng partnership was deliberated and adopted
In February 2022, the company's subsidiaries road and bridge group, Shandong Hi-Speed Company Limited(600350) Engineering Construction Group Co., Ltd. and Shandong highway and Bridge Construction Group Co., Ltd. (hereinafter referred to as "highway and Bridge Group") Liaocheng Transportation Development Co., Ltd. was determined as the bid winner of the main works of the reconstruction and expansion project of Jinan Heze section of Ji Guang Expressway by winning the bid independently or forming a consortium. The total bid winning amount of each subsidiary and the consortium composed of subsidiaries was 359973216220 yuan.
According to the requirements of the bidding documents and addenda of Qilu Expressway Co., Ltd., the tenderee of the project, as the bid winner of Jihe expressway, the company's subsidiary intends to respond to the bidding requirements and subscribe for the limited partner shares of Jinan an Cheng investment partnership (limited partnership) (temporary name) with its own funds or a designated third party, Specifically, the subsidiary road and bridge group and the subsidiary road and Bridge Group jointly invested 89993304055 yuan to participate in the establishment of an Cheng partnership. The tenderee designates Jinan shangao Risheng Investment Co., Ltd., a subsidiary of the company, as the general partner and executive partner of an Cheng partnership, which subscribes 1000000 yuan of partnership shares with its own funds. All subsidiaries of the above-mentioned company have subscribed a total of 90093304055 yuan for the share of an Cheng partnership.
For details, please refer to www.cn.info.com.cn. On March 12, 2022 And the announcement on related party transactions of winning the bid for Ji He Expressway and investing in an Cheng partnership of China Securities Journal, securities times, securities daily and Shanghai Securities News.
This proposal involves related party transactions, and related directors Mr. Zhou Xinbo and Mr. Ma Ning abstain from voting. Voting results: 7 in favor, 0 against and 0 abstention. The proposal was passed.
Independent directors have made prior recognition and expressed agreed independent opinions.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
3、 Documents for future reference
1. Resolution of the 33rd meeting of the 9th board of directors;
2. Prior approval and independent opinions of independent directors on matters related to the 33rd meeting of the ninth board of directors.
It is hereby announced.
Shandong Hi-Speed Road&Bridge Co.Ltd(000498) board of directors March 11, 2022
