Securities code: 600203 securities abbreviation: Fujian Furi Electronics Co.Ltd(600203) Announcement No.: 2022-001
Fujian Furi Electronics Co.Ltd(600203)
Announcement of resolutions of the third extraordinary general meeting of shareholders in 2021
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Important content tips: whether there is a veto proposal at this meeting: none. Convening and attendance of the meeting
（1） Time of convening the general meeting of shareholders: December 31, 2021
（2） Venue of the general meeting of shareholders: meeting room (III) on the 13th floor, building 2, Zhengxiang business center, No. 153, Wuyi North Road, Gulou District, Fuzhou ordinary shareholders attending the meeting and preferred shareholders who have restored their voting rights and their shares:
1. Number of shareholders and proxies attending the meeting 5
2. Total number of voting shares held by shareholders attending the meeting (shares) 165281502
3. The number of voting shares held by shareholders attending the meeting accounts for the company's voting shares
Proportion of total copies (%) 27.8726
（4） Whether the voting method complies with the provisions of the company law and the articles of association, and the chairmanship of the general meeting. The general meeting of shareholders was convened by the board of directors of the company and presided over by Mr. Bian Zhihang, chairman of the company. The voting methods of on-site voting and online voting were adopted, which was in line with the company law, rules for general meetings of shareholders of listed companies and other relevant laws, regulations, rules and the articles of association. （5） Attendance of directors, supervisors and Secretary of the board of directors of the company 1. There are 9 incumbent directors of the company and 9 present; 2. There are 5 supervisors in office and 5 present; 3. Mr. Wu Zhifei, Secretary of the board of directors of the company, attended the meeting, and other senior managers of the company attended the meeting as nonvoting delegates. 2、 Deliberation of the proposal (I) non cumulative voting proposal 1. Title of the proposal: proposal on Authorizing the board of directors of the company to approve the guarantee amount of no more than RMB 8.15 billion for its affiliated companies in 2022
Outcome of deliberations: votes adopted:
Types of shareholders agree against waiver
Proportion of votes (%) proportion of votes (%)
A shares 165262502 99.9885190000.011500
In order to simplify the company's meeting affairs and improve management efficiency, the general meeting of shareholders agreed to authorize the board of directors to approve the specific guarantee limit provided by the company to its affiliated companies (including but not limited to the comprehensive credit line, working capital loan, project loan, letter of guarantee, financial derivative transaction, performance guarantee, trade financing line, bank acceptance bill, etc.), The upper limit of the limit is RMB 8.15 billion, and the authorization period is from January 1, 2022 to December 31, 2022. Within this limit, there is no need to submit it to the general meeting of shareholders of the company for deliberation; The part exceeding the authorized approval limit shall still be submitted to the general meeting of shareholders for deliberation. Within the scope of the company's guarantee to its affiliated companies approved by the authorized board of directors, each specific guarantee shall still be subject to
Fulfill the examination and approval procedures and announcement obligations according to the amount specified in the relevant regulations.
The specific guarantee approval limit is as follows:
In 2022, the proportion of shares held by the guarantor and the guaranteed party to be authorized to review the number and batch the guarantee amount (RMB 100 million)
1 Fujian Furi Electronics Co.Ltd(600203) Fujian Furi Industrial Development Co., Ltd. 100% 9.50
2 Fujian Furi Electronics Co.Ltd(600203) Fujian Furi Information Technology Co., Ltd. 100% 0.50
Subtotal of wholly owned subsidiaries 10.00
1 Fujian Furi Electronics Co.Ltd(600203) Shenzhen Zhongnuo Communication Co., Ltd. 65.5851% 25.00
2 Fujian Furi Electronics Co.Ltd(600203) Guangdong Enoch Communication Co., Ltd. 65.5851% 25.00
3 Fujian Furi Electronics Co.Ltd(600203) Shenzhen Mairui photoelectric Co., Ltd. 69.59% 0.50
4 Fujian Furi Electronics Co.Ltd(600203) Huizhou Mairui photoelectric Co., Ltd. 84.49% 2.00
5 Fujian Furi Electronics Co.Ltd(600203) Fujian Furi Technology Co., Ltd. 65% 1.30
6 Fujian Furi Electronics Co.Ltd(600203) Shenzhen yuanlei Technology Co., Ltd. 70% 2.00
7 Fujian Furi Electronics Co.Ltd(600203) Fujian furiyuanlei Technology Co., Ltd. 70%
8 Fujian Furi Electronics Co.Ltd(600203) Shenzhen Qikai Electronics Co., Ltd. 33.45% 3.00
9 Fujian Furi Electronics Co.Ltd(600203) Qikai Electronics (Hong Kong) Co., Ltd. 33.45%
10 Fujian Furi Electronics Co.Ltd(600203) Shenzhen Youli mic Technology Development Co., Ltd. 52.47% 0.80
11 Fujian Furi Electronics Co.Ltd(600203) Weidi Technology Co., Ltd. 52.47% 1.00
12 Fujian Furi Electronics Co.Ltd(600203) Shenzhen Furi Zhongnuo Electronic Technology Co., Ltd. 69.59% 0.50
13 Fujian Furi Electronics Co.Ltd(600203) Shenzhen xunrui Communication Co., Ltd. 33.45% 0.50
14 Fujian Furi Electronics Co.Ltd(600203) Furi Enoch (Hong Kong) electronic technology has 65.5851% 1.00 limited company
15 Fujian Furi Electronics Co.Ltd(600203) Jiaxing furiyuanlei Technology Co., Ltd. 50.40% 0.30
16 Fujian Furi Electronics Co.Ltd(600203) Fujian Furi Lighting Co., Ltd. 51% 0.10
17 Shenzhen Zhongnuo Communication Co., Ltd. Shenzhen Youli mic Technology Development Co., Ltd. 80%
company
18 Shenzhen Zhongnuo Communication Co., Ltd. Guangdong yinnuo Communication Co., Ltd. 100% 1.00
19 Shenzhen Zhongnuo Communication Co., Ltd. Shenzhen Furi Zhongnuo Electronic Technology Co., Ltd. 100% 1.00
20 Shenzhen Zhongnuo Communication Co., Ltd. Qikai Electronics (Hong Kong) Co., Ltd. 51%
21 Shenzhen Zhongnuo Communication Co., Ltd. Furi Yinuo (Hong Kong) electronic technology has 100%
Limited company
22 Guangdong Yinuo Communication Co., Ltd. Shenzhen Zhongnuo Communication Co., Ltd. 6.00
23 Shenzhen yuanlei Technology Co., Ltd. Fujian Furi yuanlei Technology Co., Ltd. 100%
24 Shenzhen Mairui photoelectric Co., Ltd. Huizhou Mairui photoelectric Co., Ltd. 51% 0.50
Subtotal of holding subsidiaries 71.50
Total 81.50
Among them, the guarantee amount of the company's wholly-owned subsidiaries can be adjusted to each other.
（2） Voting of less than 5% of shareholders involved in major issues
Name of the proposal: agree against abstention
Number of votes (%) number of votes (%) number of votes (%)
1 about authorizing the board of directors of the company to approve the annual report of 2022
Provide non
More than 8.15 billion people
Proposal on guarantee amount of RMB
（3） Explanation on the voting of proposals
The special resolution proposal of the general meeting of shareholders on Authorizing the board of directors of the company to approve the company in 2022
The total number of shares with effective voting rights in the proposal of the company to provide a guarantee amount of no more than RMB 8.15 billion
More than 2 / 3 passed.
3、 Lawyer witness
1. The law firm witnessed by the shareholders' meeting: Fujian mintian law firm
Lawyers: Tang Yafei, Wang Ling
2. Lawyer's Witness conclusion:
The convening and convening procedures of the company's general meeting of shareholders, and the qualifications of the attendees and conveners meet the requirements
The provisions of the company law, the rules for the general meeting of shareholders of listed companies and other laws and regulations and the articles of association are
The voting procedures of the general meeting of shareholders are legal, and the voting results are legal and valid.
4、 Directory of documents for future reference
1. Resolutions of the general meeting of shareholders signed and confirmed by the attending directors and recorders and stamped with the seal of the board of directors; 2. A legal opinion signed and sealed by the director of the witnessed law firm; 3. Other documents required by the exchange.
Fujian Furi Electronics Co.Ltd(600203) January 4, 2022
