Securities code: 601669 stock abbreviation: Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) Announcement No.: pro 2022-002 Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669)
Announcement of resolutions of the 22nd Meeting of the third board of supervisors
The board of supervisors and all supervisors 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. Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) (hereinafter referred to as "the company") the 22nd Meeting of the third board of supervisors was held in Haifu international building, 22 Chegongzhuang West Road, Haidian District, Beijing on January 5, 2022. The meeting notice has been sent to all supervisors in written form. Four supervisors should be present at this meeting, and four actually present. The meeting was held in accordance with the company law of the people's Republic of China and other laws and regulations, normative documents and the provisions of the Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) articles of association.
Lei Jianrong, chairman of the board of supervisors of the company, presided over the meeting. After full deliberation and effective voting by the participating supervisors, the following proposals were considered and adopted:
1、 The proposal on determining Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) the candidate of shareholder representative supervisor of the third board of supervisors was reviewed and adopted.
Mr. Liao Fuliu, the supervisor of the company, no longer holds the post of supervisor due to work arrangement. Upon the nomination of the controlling shareholder of the company, China Power Construction Group Co., Ltd. (hereinafter referred to as "Power Construction Group"), the board of supervisors of the company agreed to recommend Mr. Sun De'an as the supervisor candidate for the shareholder representative of the third board of supervisors, and the term of office is the same as that of other supervisors of the third board of supervisors of the company. Please refer to the appendix of this announcement for the resume of the candidate.
Voting: 4 in favor, 0 abstention and 0 against.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
2、 The proposal Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) on asset replacement and related party transactions with China Power Construction Group Co., Ltd. was deliberated and adopted.
The board of supervisors of the company agreed that in order to properly solve the problem of horizontal competition, the company plans to replace the assets of the real estate sector held by the company with the assets related to high-quality power grid auxiliary industry held by the controlling shareholder power construction group, and the difference shall be paid by power construction group to the company in cash. The board of supervisors of the company believes that the related party transactions involved in the asset replacement are mainly based on the need to solve the horizontal competition between the company and power construction group, and there is no situation that damages the interests of the company and non related shareholders, especially minority shareholders.
Voting: 4 in favor, 0 abstention and 0 against.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
3、 The Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) proposal on external guarantee of the company to be placed with the object of assets in asset replacement was deliberated and adopted.
The board of supervisors of the company agreed to the external guarantee provided by the company that placed the asset subject matter of this asset replacement, and agreed to the guarantee provided by the company to related parties after the completion of this asset replacement. The board of supervisors of the company believes that the subject company of the asset replacement has provided external guarantees. Because such guarantees belong to the normal production and operation needs of the subject company of the asset replacement, other shareholders of the guaranteed have provided guarantees or equity pledge and other counter guarantee measures in the same proportion, and the risk is controllable, The guarantee provided for affiliated joint-stock companies does not damage the interests of the company and non affiliated shareholders, especially minority shareholders.
Voting: 4 in favor, 0 abstention and 0 against.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
4、 The Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) proposal on the change of the controlling shareholder's commitment to avoid horizontal competition was deliberated and adopted.
The board of supervisors of the company agrees that the controlling shareholder of the company changes its commitment to avoid horizontal competition. The board of supervisors of the company believes that PowerChina group, the controlling shareholder of the company, plans to inject high-quality power grid auxiliary assets into the company through asset replacement. At the same time, it has put forward clear solutions for horizontal competitive businesses that failed to fulfill their commitments in the original commitments, and the commitment change scheme proposed by the controlling shareholder is in compliance with the law, The application for change of commitments complies with the relevant provisions of the guidelines for the supervision of listed companies No. 4 - commitments and performance of actual controllers, shareholders, related parties, acquirers and listed companies of listed companies, and there is no situation that damages the interests of the company and non related shareholders, especially small and medium-sized shareholders.
Voting: 4 in favor, 0 abstention and 0 against. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval. It is hereby announced.
Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) board of supervisors January 7, 2002
enclosure:
Resume of supervisor candidates
Name: Sun De'an
Gender male
Date of birth: November 1973
Educational background Bachelor of Economics / Bachelor of Arts
Work unit Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) Party Committee Organization Department / cadre Department
Position and deputy director (presiding over the work)
He has successively served as the responsible editor of the Rural Power News Editorial Department of China Power News, reporter, special manager of the reporter department, deputy manager of Beijing Electric Power advertising company, deputy manager of Beijing Guodian Advertising Co., Ltd., deputy director of the editorial department and deputy director of the Distribution Department of China Power news, deputy manager of Beijing Guodian advertising company and executive editor of Engineering weekly, Deputy manager of Beijing Guodian Network Technology Co., Ltd., director of the information center of China Power News, deputy director of the general office / Board Office of China Power Construction Corporation, Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) deputy director of the General Office (Office), Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) deputy director of the Organization Department / cadre Department of the party Committee (main work), etc.
Remarks——