Securities code: Eaglerise Electric & Electronic (China) Co.Ltd(002922) securities abbreviation: Eaglerise Electric & Electronic (China) Co.Ltd(002922) Announcement No.: 2022008 Eaglerise Electric & Electronic (China) Co.Ltd(002922)
Announcement on the resolution of the 23rd Meeting of the 5th 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
Eaglerise Electric & Electronic (China) Co.Ltd(002922) (hereinafter referred to as “the company”) the 23rd Meeting of the 5th board of directors was held at 10:00 on March 18, 2022 in conference room 1, floor 4, the company, No. 4, Huanzhen East Road, Beijiao Town, Shunde District, Foshan City by means of on-site and communication. The meeting was presided over by Chairman Xiao Juncheng Xiansheng. The notice of the meeting was sent to all directors by e-mail on March 13, 2022. There were 6 directors who should attend the meeting and 6 directors who actually attended the meeting. Among them, due to the recent epidemic, the directors Mr. Zheng Yaming, Mr. Liu Jie, independent directors Mr. Xiao Gongming and Mr. Ma Wenjie attended the meeting by means of communication, and some supervisors and senior managers of the company attended the meeting as nonvoting delegates. The convening of this board meeting complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents, the articles of association and the rules of procedure of the board of directors.
2、 Deliberations of the board meeting
(I) the proposal on participating in the establishment of industrial funds was deliberated and adopted
The board of directors agreed that the company, Guangzhou Chuangyu investment fund management enterprise (limited partnership), Foshan Nanhai shuangchuang investment guidance fund Co., Ltd. and Guangdong Sanxiong industrial investment fund partnership (limited partnership) jointly initiated the establishment of an industrial fund with a scale of 100 million yuan – Foshan Chuangyu mingzhan equity investment partnership (Limited partnership) (the final name approved by the industry and Commerce shall prevail).
See http://www.cn.info.com.cn for details of the announcement on participating in the establishment of industrial funds And securities times, China Securities News, Shanghai Securities News and Securities Daily.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(II) the proposal on the appointment of senior managers was deliberated and adopted
The board of directors agreed to appoint Mr. Yuan Hongbo as the deputy general manager of the company. The term of office starts from the date of deliberation and approval of the board of directors to the date of expiration of the term of office of the Fifth Board of directors.
The independent directors of the company have expressed their explicit opinions on this proposal. See http://www.cn.info.com.cn for independent opinions. See http://www.cn.info.com.cn for details of the announcement on the appointment of senior managers And securities times, China Securities News, Shanghai Securities News and Securities Daily.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(III) the proposal on Amending the articles of association was deliberated and adopted
See http://www.cn.info.com.cn for details of the revision And the “announcement on Amending the articles of association and handling industrial and commercial filing” published in the securities times, China Securities News, Shanghai Securities News and Securities Daily. For details of the articles of Association (revised in March 2022), see http://www.cn.info.com.cn.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(IV) the proposal on Amending the rules of procedure of the general meeting of shareholders was considered and adopted
See http://www.cn.info.com.cn for details of the revision And the announcement on revising relevant systems of the company published in the securities times, China Securities Journal, Shanghai Securities News and Securities Daily. The rules of procedure of the general meeting of shareholders (revised in March 2022) are detailed on http://www.cn.info.com.cn.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(V) the proposal on Amending the rules of procedure of the board of directors was considered and adopted
See http://www.cn.info.com.cn for details of the revision And the announcement on revising relevant systems of the company published in the securities times, China Securities Journal, Shanghai Securities News and Securities Daily. For details of the rules of procedure of the board of directors (revised in March 2022), see http://www.cn.info.com.cn.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(VI) the proposal on Amending the decision-making system of connected transactions was considered and adopted
See http://www.cn.info.com.cn for details of the revision And the announcement on revising relevant systems of the company published in the securities times, China Securities Journal, Shanghai Securities News and Securities Daily. See http://www.cn.info.com.cn for details of related party transaction decision-making system (revised in March 2022).
The proposal needs to be submitted to the first extraordinary general meeting of shareholders in 2022.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(VII) the proposal on Revising the external guarantee management system was deliberated and adopted
See http://www.cn.info.com.cn for details of the revision And the announcement on revising relevant systems of the company published in the securities times, China Securities Journal, Shanghai Securities News and Securities Daily. For details of the external guarantee management system (revised in March 2022), see http://www.cn.info.com.cn.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(VIII) the proposal on Revising the foreign investment management system was deliberated and adopted
See http://www.cn.info.com.cn for details of the revision And the announcement on revising relevant systems of the company published in the securities times, China Securities Journal, Shanghai Securities News and Securities Daily. For details of the foreign investment management system (revised in March 2022), see http://www.cn.info.com.cn.
The proposal needs to be submitted to the first extraordinary general meeting of shareholders in 2022.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(IX) the proposal on Amending the cumulative voting system of the general meeting of shareholders was considered and adopted
See http://www.cn.info.com.cn for details of the revision And the announcement on revising relevant systems of the company published in the securities times, China Securities Journal, Shanghai Securities News and Securities Daily. The cumulative voting system for the general meeting of shareholders (revised in March 2022) is detailed on http://www.cn.info.com.cn.
The proposal needs to be submitted to the first extraordinary general meeting of shareholders in 2022.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
(x) the proposal on convening the first extraordinary general meeting of shareholders in 2022 was considered and adopted
The company plans to hold the first extraordinary general meeting of shareholders in 2022 at 15:00 p.m. on Wednesday, April 6, 2022 in conference room 1, floor 4, No. 4, Huanzhen East Road, Beijiao Town, Shunde District, Foshan City to consider relevant proposals.
For details of the notice on convening the first extraordinary general meeting of shareholders in 2022, see http://www.cn.info.com.cn.
Voting results: the directors present at the meeting passed the meeting with 6 affirmative votes, 0 negative votes and 0 abstention votes.
3、 Documents for future reference (I) resolutions of the 23rd Meeting of the 5th board of directors of the company. It is hereby announced.
Eaglerise Electric & Electronic (China) Co.Ltd(002922) board of directors
March 18, 2002