Securities code: S.P.I Landscape Design Co.Ltd(300844) securities abbreviation: S.P.I Landscape Design Co.Ltd(300844) Announcement No.: 2022010 S.P.I Landscape Design Co.Ltd(300844)
Announcement of resolutions of the 15th meeting of the second board of directors
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of directors
S.P.I Landscape Design Co.Ltd(300844) (hereinafter referred to as “the company”) the 15th meeting of the second board of directors (hereinafter referred to as “the meeting”) was successfully held in the company’s conference room on March 18, 2022 by means of on-site combined with communication voting. The notice of the meeting was sent by mail, telephone and other means on March 13, 2022. The meeting was presided over by Mr. Sun Hu, chairman of the company. There were 9 directors who should be present and 9 actually present. No director entrusted other directors to attend or be absent from the meeting. Supervisors and senior managers of the company attended the meeting as nonvoting delegates.
The convening and convening procedures of the meeting comply with the company law of the people’s Republic of China, the articles of association and other relevant provisions, and the resolutions formed are legal and effective.
2、 Deliberations of the board of directors
(I) deliberated and passed the proposal on the proposal to cooperate with professional investment institutions and actual controllers to initiate the establishment of industrial funds and related party transactions
In order to realize the strategic layout of the industry, make full use of the investment experience, high-quality resources and professional ability of professional strategic partners, promote the extension and upgrading of the company’s industry and the optimization and expansion of assets, provide high-quality project reserves for the sustainable and benign layout development of the company at the strategic level, and further enhance the company’s comprehensive competitiveness and overall value, the company now plans to cooperate with Guangdong Yijian Investment Co., Ltd. (hereinafter referred to as “Yijian investment”) Sun Hu, the actual controller of the company, jointly funded the establishment of Shanshui figurative digital technology industry investment fund partnership (limited partnership) (tentative name, subject to the final approval of the market supervision and administration department).
The total capital contribution of the fund partners shall not exceed RMB 100 million, of which the company intends to subscribe no more than 90% of the fund shares with its own funds of no more than RMB 90 million as a limited partner; Sun Hu, the actual controller of the company, intends to subscribe no more than 9% of the fund share with its own capital of no more than RMB 9 million as a limited partner; As the general partner, executive partner and fund manager, Yijian investment plans to subscribe no more than 1% of the fund share with its own capital of no more than RMB 1 million.
The company will make full use of the investment experience, high-quality resources and professional ability of the fund manager to actively layout investment projects complementary to the company’s main business, related to the formation of the company’s industrial chain and conducive to the coordinated strategic development of the company. The investment direction is the equity investment of unlisted enterprises in landscape planning and design, intelligent design, digital technology, digital twins, virtual reality, augmented reality, rendering technology and other industries.
For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on planning to cooperate with professional investment institutions and actual controllers to initiate the establishment of industrial funds and related party transactions. The independent directors of the company have expressed their independent opinions approved and agreed in advance on the matters of this proposal. See details disclosed on cninfo.com.cn on the same day Prior approval and independent opinions of independent directors on matters related to the 15th meeting of the second board of directors.
Voting results: 7 in favor, 0 against and 0 abstention.
Avoidance of voting: affiliated directors sun Hu and Cai bin avoided voting.
This proposal needs to be submitted to the second extraordinary general meeting of shareholders in 2022 for deliberation and approval.
(II) the proposal on convening the second extraordinary general meeting of shareholders in 2022 was deliberated and adopted. The board of directors of the company proposed to convene the second extraordinary general meeting of shareholders in 2022 in the company’s conference room on April 6, 2022. For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Notice on convening the second extraordinary general meeting of shareholders in 2022.
Voting results: 9 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. S.P.I Landscape Design Co.Ltd(300844) the resolution of the 15th meeting of the second board of directors;
2. Prior approval and independent opinions of independent directors on matters related to the 15th meeting of the second board of directors.
It is hereby announced.
S.P.I Landscape Design Co.Ltd(300844) board of directors March 18, 2022
