Securities abbreviation: China Reform Health Management And Services Group Co.Ltd(000503) securities code: China Reform Health Management And Services Group Co.Ltd(000503) Announcement No.: 202207 China Reform Health Management And Services Group Co.Ltd(000503)
Announcement of resolutions of the 30th meeting of the 10th 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.
China Reform Health Management And Services Group Co.Ltd(000503) (hereinafter referred to as “the company”) the 30th meeting of the 10th board of directors was notified by communication on March 11, 2022. The meeting was convened and presided over by Chairman Jia Yanyan and held by communication on March 13, 2022. Nine directors should attend the meeting, nine actually attended the meeting, and the company’s supervisors and senior managers attended the meeting as nonvoting delegates. The meeting was held in accordance with relevant laws, administrative regulations, departmental rules and the articles of association.
The meeting considered and voted by open ballot. With 9 votes in favor, 0 against and 0 abstention, the following proposals were considered and adopted:
1、 Proposal on the election of non independent directors of the 11th board of directors of the company
Since the term of office of the 10th board of directors of the company has expired, in order to ensure the effective decision-making and stable development of the company, the board of directors of the company plans to conduct a general election in accordance with the relevant provisions of the company law of the people’s Republic of China and the articles of association.
According to the Nomination Letter on candidates of China Reform Health Management And Services Group Co.Ltd(000503) the 11th board of directors and board of supervisors issued by the controlling shareholder zhonghaiheng Industrial Development Co., Ltd., Mr. Yang Dianzhong, Mr. Li Yonghua, Mr. Jiang kaihong, Mr. Chen Tao, Mr. Liu Yingjie and Mr. Sun dicao are nominated as candidates for non independent directors of the 11th board of directors, with a term of office of three years from the date of deliberation and approval of the general meeting of shareholders.
The independent directors of the company have expressed their independent opinions on this proposal.
This proposal shall be submitted to the general meeting of shareholders of the company for deliberation.
For details, please refer to Shanghai Securities News, securities times, China Securities News and cninfo (website: http://www.cn.info.com.cn. ）The announcement on the general election of the board of directors (Announcement No.: 202209), and on cninfo.com (website: http://www.cn.info.com.cn. ）Independent opinions of independent directors on matters related to the 30th meeting of the 10th board of directors disclosed.
2、 Proposal on the election of independent directors of the 11th board of directors of the company
In accordance with the relevant provisions of the company law of the people’s Republic of China, the articles of association and the rules for independent directors of listed companies, Ms. Wang Xiuli, Mr. Bai Yan and Ms. Sun Jie are nominated as candidates for independent directors of the 11th board of directors in accordance with the Nomination Letter on candidates for the China Reform Health Management And Services Group Co.Ltd(000503) 11th board of directors and board of supervisors issued by the controlling shareholder zhonghaiheng Industrial Development Co., Ltd, The term of office is three years from the date of deliberation and approval by the general meeting of shareholders.
The independent directors of the company have expressed their independent opinions on this proposal.
As of the disclosure date of the announcement, Mr. Bai Yan and Ms. Sun Jie, the candidates for independent directors nominated this time, have not obtained the qualification certificate of independent directors. According to Article 9 of the rules for independent directors of listed companies, Mr. Bai Yan and Ms. Sun Jie have made a written commitment, Promise to participate in the latest independent director training and obtain the qualification certificate of independent director recognized by Shenzhen Stock Exchange.
This proposal can only be submitted to the general meeting of shareholders for deliberation after Shenzhen Stock Exchange has no objection to the filing of independent director candidates.
For details, please refer to Shanghai Securities News, securities times, China Securities News and cninfo (website: http://www.cn.info.com.cn. ）The announcement on the general election of the board of directors (Announcement No.: 202209), and on cninfo.com (website: http://www.cn.info.com.cn. ）Independent opinions of independent directors on matters related to the 30th meeting of the 10th board of directors disclosed.
3、 Proposal on remuneration standards for directors, supervisors and senior managers
According to the proposal of the 8th meeting of the remuneration and assessment committee of the 10th board of directors of the company, after referring to the industry and regional income, it is proposed to determine the remuneration standard of the 11th board of directors, supervisors and senior managers of the company, as follows:
The chairman of the board of directors receives a salary of 1.2 million yuan / year, other non independent directors do not receive an allowance in the company, and Independent Directors receive a director’s allowance of 120000 yuan / year in the company.
The annual salary of employee representative supervisors is 380000 Yuan / year, and other supervisors do not receive allowances in the company;
The annual salary of the general manager is 1.2 million yuan / year, the annual salary of the deputy general manager is no more than 1.1 million yuan / year, the annual salary of the chief accountant is 1 million yuan / year, the annual salary of the general legal adviser is 700000 yuan / year, and the annual salary of the Secretary of the board of directors is 670000 yuan / year.
The above salary scheme does not include employee welfare, subsidies, various insurance premiums, performance rewards, etc.
The independent directors of the company have expressed their independent opinions on this proposal. See http://www.cninfo.com.cn (website: http://www.cn.info.com.cn. ）Independent opinions of independent directors on matters related to the 30th meeting of the 10th board of directors disclosed.
This proposal shall be submitted to the general meeting of shareholders of the company for deliberation.
4、 Proposal on convening the first extraordinary general meeting of shareholders in 2022
The company decided to hold the first extraordinary general meeting of shareholders in 2022 on March 29, 2022.
For details of the notice of the general meeting of shareholders, please refer to Shanghai Securities News, securities times, China Securities News and cninfo (website: http://www.cn.info.com.cn. ）Notice on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 202218).
5、 Documents for future reference
1. Resolutions of the 30th meeting of the 10th board of directors;
2. Independent opinions of independent directors on matters related to the 30th meeting of the 10th board of directors.
It is hereby announced.
China Reform Health Management And Services Group Co.Ltd(000503) board of directors
March 13, 2022
