Securities code: Pci Technology Group Co.Ltd(600728) securities abbreviation: Pci Technology Group Co.Ltd(600728) Announcement No.: 2022032 Pci Technology Group Co.Ltd(600728)
Announcement of resolutions of the 11th meeting of the 9th board of directors
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.
Pci Technology Group Co.Ltd(600728) (hereinafter referred to as "the company") the notice of the 11th meeting of the 9th board of directors was notified to all directors by email, SMS and other means on March 7, 2022. The meeting was held in the company's conference room on March 17, 2022. The meeting was presided over by Mr. Liu Wei, chairman of the board. Directors he Huaqiang, Liu Feng and Liu Jia, independent directors Lu Xin, Lai jianhuang and Lu Xiaoming attended the meeting. Director Gu Qingyang (Gu Qingyang) entrusted director Liu Jia to attend the meeting on his behalf. More than half of the directors attending the meeting are in compliance with the relevant provisions of the company law of the people's Republic of China and the Pci Technology Group Co.Ltd(600728) articles of association. Members of the board of supervisors and some senior executives of the company attended the meeting as nonvoting delegates. After deliberation, the meeting adopted the following proposals:
1、 2021 annual management work report;
Voting results: 8 in favor, 0 against and 0 abstention.
2、 Work report of the board of directors in 2021;
This proposal has been deliberated and approved by the board of directors and needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 8 in favor, 0 against and 0 abstention.
3、 Text and summary of annual report for 2021;
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure. This proposal has been deliberated and approved by the board of directors and needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 8 in favor, 0 against and 0 abstention.
4、 2021 annual financial statement report;
This proposal has been deliberated and approved by the board of directors and needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 8 in favor, 0 against and 0 abstention.
5、 2021 annual profit distribution plan;
The company's profit distribution plan for 2021 is as follows: Based on the total share capital registered on the equity distribution registration date minus the share balance in the company's special account for repurchase, the company plans to distribute a cash dividend of 0.185 yuan per 10 shares (including tax. If the total share capital of the company changes on the equity distribution registration date, it is planned to maintain the distribution proportion per share and adjust the total distribution accordingly), do not give bonus shares and do not convert accumulation fund into share capital. For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
The independent directors of the company have expressed their independent opinions on this proposal.
This proposal has been deliberated and approved by the board of directors and needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 8 in favor, 0 against and 0 abstention.
6、 Proposal on the provision for impairment;
The board of Directors believes that the company's provision for asset impairment based on the actual situation complies with the provisions of the accounting standards for business enterprises and relevant systems of the company, fairly reflects the company's asset status, and agrees to withdraw the provision for asset impairment this time. For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
The independent directors of the company have expressed their independent opinions on this proposal.
Voting results: 8 in favor, 0 against and 0 abstention.
7、 Proposal on the estimated amount of daily connected transactions in 2022;
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on this proposal.
Liu Wei, a related director, avoided voting.
Voting results: 7 in favor, 0 against, 0 abstention and 1 avoidance.
8、 Special report on the deposit and use of the company's raised funds in 2021;
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
Voting results: 8 in favor, 0 against and 0 abstention.
9、 2021 annual internal control evaluation report;
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
The independent directors of the company have expressed their independent opinions on this proposal.
Voting results: 8 in favor, 0 against and 0 abstention.
10、 Proposal on renewing the appointment of accounting firm and paying audit remuneration in 2021;
Tianzhi International Certified Public Accountants (special general partnership) (hereinafter referred to as "Tianzhi international") is an accounting firm mainly engaged in the audit business of listed companies. It independently undertakes the business of certified public accountants according to law, has corresponding professional competence and investor protection ability, and the accounting firm and relevant auditors meet the independence requirements of relevant laws and regulations and have a good record of integrity. The board of directors of the company agreed to continue to appoint Tianzhi international as the auditor of the company's 2022 financial report and internal control report, and agreed to pay its 2021 audit fee of 2 million yuan, including annual report audit fee of 1.65 million yuan and internal control audit fee of 350000 yuan. For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
The independent directors of the company's independent opinions on the prior approval and consent of this proposal form.
This proposal has been deliberated and approved by the board of directors and needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 8 in favor, 0 against and 0 abstention.
11、 Proposal on Authorizing the chairman of the board of directors on some matters;
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
Voting results: 8 in favor, 0 against and 0 abstention.
12、 Proposal on the use of self owned funds for entrusted financial management in 2022;
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
The independent directors of the company have expressed their independent opinions on this proposal.
This proposal has been deliberated and approved by the board of directors and needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 8 in favor, 0 against and 0 abstention.
13、 Notice on convening the 2021 annual general meeting of shareholders.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Relevant announcements of disclosure.
Voting results: 8 in favor, 0 against and 0 abstention.
It is hereby announced.
Pci Technology Group Co.Ltd(600728) board of directors March 18, 2022
