Securities code: Yingtong Telecommunication Co.Ltd(002861) securities abbreviation: Yingtong Telecommunication Co.Ltd(002861) Announcement No.: 2022007 bond Code: 128118 bond abbreviation: Yingtong convertible bond
Yingtong Telecommunication Co.Ltd(002861)
Announcement of resolutions of the 16th 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、 Convening of the board of directors
Yingtong Telecommunication Co.Ltd(002861) (hereinafter referred to as “the company”) the notice of the 16th meeting of the 4th board of directors was sent out in writing, e-mail and telephone on March 8, 2022. The meeting was held at 9:00 a.m. on March 11, 2022 by on-site combined communication. The meeting was held in Dongguan Garden District of the company (conference room of Dongguan Yingtong wire Co., Ltd.). Nine directors should attend the meeting and nine actually attended the meeting, including four on-site and five by means of communication (Mr. Qiu Wu, Mr. Wang Tiansheng, Mr. Wang Yong, Mr. Ma Chuangang and Mr. Liu Bilong attended the meeting by means of communication). The meeting was presided over by Mr. Huang Hui, chairman of the board of directors, and all supervisors and senior managers of the company attended the meeting as nonvoting delegates. The convening and convening of the meeting shall comply with the company law of the people’s Republic of China and other laws and regulations and the relevant provisions of the articles of association.
2、 Deliberations of the board meeting
The meeting considered and voted on the following proposals by written vote:
1. Deliberated and adopted the proposal on developing foreign exchange hedging business
Voting result: Yes: 9 votes; Against: 0 votes; Abstention: 0 votes.
In order to effectively prevent the exchange rate risk faced by the company and its wholly-owned and holding subsidiaries (hereinafter referred to as “subsidiaries”) in the import and export business and reduce the adverse impact of exchange rate fluctuations on the company’s cost control and operating performance, under the condition of ensuring the needs of daily working capital, The company and its subsidiaries intend to carry out foreign exchange hedging business with an amount of no more than 200 million yuan converted into equivalent foreign currencies, and the amount can be used on a rolling basis within 12 months from the date of deliberation and approval at the 16th meeting of the Fourth Board of directors of the company, And authorize the chairman of the board or relevant authorized persons to be responsible for signing (or signing one by one) hedging business-related agreements and documents within the above limit. According to relevant laws and regulations and relevant provisions of the articles of association, this foreign exchange hedging belongs to the decision-making authority of the board of directors of the company, does not need to be submitted to the general meeting of shareholders for deliberation, and does not constitute a connected transaction.
The board of directors simultaneously deliberated and approved the feasibility analysis report on foreign exchange hedging business issued by the management on the company’s foreign exchange hedging business. For details, please refer to the announcement on carrying out foreign exchange hedging business published in the securities times, Shanghai Securities News, China Securities News, securities daily and cninfo.com on the same day and the feasibility analysis report on carrying out foreign exchange hedging business published on cninfo.com on the same day.
The independent directors expressed their independent opinions on this matter. For details, see the independent opinions of independent directors on matters related to the 16th meeting of the Fourth Board of directors published on cninfo.com on the same day. 2. The proposal on Revising the information disclosure management system was deliberated and adopted
Voting result: Yes: 9 votes; Against: 0 votes; Abstention: 0 votes.
For details, please refer to the information disclosure management system and relevant system revision comparison table published on cninfo.com on the same day.
3. The proposal on Revising the internal reporting system of major information was deliberated and adopted
Voting result: Yes: 9 votes; Against: 0 votes; Abstention: 0 votes.
For details, please refer to the internal reporting system for major information and the comparison table for revision of relevant systems published on cninfo.com on the same day.
4. The proposal on Revising the insider information management system was deliberated and adopted
Voting result: Yes: 9 votes; Against: 0 votes; Abstention: 0 votes.
For details, please refer to the “insider information insider management system” and “relevant system revision comparison table” published on cninfo.com on the same day.
5. The proposal on Amending the working rules of the audit committee of the board of directors was considered and adopted
Voting result: Yes: 9 votes; Against: 0 votes; Abstention: 0 votes.
For details, please refer to the working rules of the audit committee of the board of directors and the comparison table for revision of relevant systems published on cninfo.com on the same day.
6. The proposal on Amending the company’s shares held by directors, supervisors and senior managers and their change management system was deliberated and adopted
Voting result: Yes: 9 votes; Against: 0 votes; Abstention: 0 votes.
For details, please refer to the management system for shares held by directors, supervisors and senior managers and the comparison table for revision of relevant systems published on cninfo.com on the same day.
3、 Documents for future reference
1. Resolution of the 16th meeting of Yingtong Telecommunication Co.Ltd(002861) the 4th board of directors;
2. Independent opinions of Yingtong Telecommunication Co.Ltd(002861) independent directors on matters related to the 16th meeting of the 4th board of directors.
It is hereby announced.
Yingtong Telecommunication Co.Ltd(002861) board of directors March 12, 2022
