Stock Code: Yunnan Wenshan Electric Power Co.Ltd(600995) stock abbreviation: Yunnan Wenshan Electric Power Co.Ltd(600995) No.: pro 202208 Yunnan Wenshan Electric Power Co.Ltd(600995)
Announcement on the resolution of the 17th meeting of the seventh 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 Yunnan Wenshan Electric Power Co.Ltd(600995) (hereinafter referred to as "the company") the notice of the 17th meeting of the seventh board of directors was sent by e-mail on March 8, 2022, and the meeting was held in Kunming, Yunnan Province on March 18, 2022 in the combination of on-site and communication voting. There were 11 directors who should attend the meeting, and 11 actually attended the meeting, including Hu Jiye, sun Hongbin, Yang Lu, Yang Qiang, Duan ronghua and Liu Junfeng. The meeting was presided over by Chairman Jiang Hongdong of the company, and the supervisors and senior managers of the company attended the meeting as nonvoting delegates. According to the company law, the articles of association and other relevant provisions, this meeting is legal and effective.
The meeting was presided over by Chairman Jiang Hongdong of the company, and the supervisors and senior managers of the company attended the meeting as nonvoting delegates. The meeting formed the following resolutions:
1、 The 2021 general manager's work report of the company was reviewed and adopted with 11 votes in favor, 0 against and 0 abstention.
2、 The 2021 work report of the board of directors of the company was deliberated and adopted by 11 votes in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3、 With 11 votes in favor, 0 against and 0 abstention, the company 2021 was reviewed and adopted
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
See the website of Shanghai stock exchange for details http://www.sse.com.cn. 。
4、 The 2021 annual social responsibility report of the company was reviewed and adopted by 11 votes in favor, 0 against and 0 abstention.
See the website of Shanghai stock exchange for details http://www.sse.com.cn. 。
5、 The 2021 annual internal control evaluation report of the company was reviewed and adopted by 11 votes in favor, 0 against and 0 abstention.
See the website of Shanghai stock exchange for details http://www.sse.com.cn. 。
6、 With 11 affirmative votes, 0 negative votes and 0 abstention, the 2021 annual financial statement of the company was reviewed and adopted.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
7、 The company's 2022 financial budget report was reviewed and adopted with 11 votes in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
8、 The 2021 profit distribution plan of the company was reviewed and approved by 11 votes in favor, 0 against and 0 abstention.
At the end of 2021, the profit available to shareholders was 1289757300 yuan. The company plans to distribute its profits in 2021 in the form of cash dividend. The company plans to distribute cash dividend of 0.1 yuan (including tax) to all shareholders for every 10 shares based on the total share capital registered on the date of equity distribution. As of December 31, 2021, the total share capital of the company is 478526400 shares. Based on this calculation, the total cash dividend to be distributed is 4.7853 million yuan, accounting for 30.37% of the net profit attributable to the shareholders of the company in the consolidated statements of the company in 2021. If the total share capital of the company changes from the date of disclosure of this distribution plan to the date of equity distribution and equity registration, the company plans to maintain the distribution amount per share unchanged and adjust the total distribution accordingly.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to the announcement of profit distribution plan for Yunnan Wenshan Electric Power Co.Ltd(600995) 2021 (p.202210)
9、 The 2022 business plan of the company was reviewed and approved by 11 votes in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
10、 The 2022 fixed assets investment plan of the company was reviewed and approved by 11 votes in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
11、 With 11 affirmative votes, 0 negative votes and 0 abstention, the proposal on the company's financing situation in 2021 and financing plan in 2022 was deliberated and adopted.
In 2022, combined with the company's production and operation, the company plans to use bank loans for financing, with a financing amount of 550 million yuan. The board of directors of the company authorizes the chairman to handle the company's loan procedures within the above financing limit according to the funds required for various work processes.
12、 The company's affiliated directors Jiang Hongdong, Yang Qiang, Duan ronghua, Wang Yanxiang, Liu Junfeng and Peng Wei avoided voting, and the company's non affiliated directors deliberated and adopted the company's proposal on reviewing the excess of daily connected transactions in 2021 with 5 votes in favor, 0 votes against and 0 abstentions.
See the announcement of Yunnan Wenshan Electric Power Co.Ltd(600995) on confirming the excess of daily connected transactions in 2021 (p.202211) for details.
13、 The company's affiliated directors Jiang Hongdong, Yang Qiang, Duan ronghua, Wang Yanxiang and Peng Wei avoided voting. The company's non affiliated directors deliberated and adopted the plan for daily connected transactions between the company and Yunnan Power Grid Co., Ltd. in 2022 with 6 votes in favor, 0 votes against and 0 abstentions. This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, see Yunnan Wenshan Electric Power Co.Ltd(600995) announcement on daily connected transactions expected in 2022 (p.202212)
14、 Liu Junfeng, an affiliated director of the company, avoided voting, and the non affiliated directors of the company reviewed and approved the 2022 small hydropower purchase and sales contract between the company and Wenshan Panlong River Basin Hydropower Development Co., Ltd. with 10 votes in favor, 0 votes against and 0 abstentions.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, see Yunnan Wenshan Electric Power Co.Ltd(600995) announcement on daily connected transactions expected in 2022 (p.202212)
15、 Jiang Hongdong, Wang Yanxiang and Peng Wei, the company's affiliated directors, avoided voting, and the company's non affiliated directors deliberated and adopted the 2022 small hydropower purchase and sales contract between the company and Wenshan mudihe Reservoir Development Co., Ltd. with 8 votes in favor, 0 votes against and 0 abstentions.
For details, see Yunnan Wenshan Electric Power Co.Ltd(600995) announcement on daily connected transactions expected in 2022 (p.202212)
16、 The company's affiliated directors Jiang Hongdong, Yang Qiang, Duan ronghua, Wang Yanxiang and Peng Wei avoided voting. The company's non affiliated directors deliberated and adopted the 2022 power purchase and sale agreement between the company and Baise Power Supply Bureau (Debao) of Guangxi Power Grid Co., Ltd. with 6 votes in favor, 0 votes against and 0 abstentions.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, see Yunnan Wenshan Electric Power Co.Ltd(600995) announcement on daily connected transactions expected in 2022 (p.202212)
17、 The company's affiliated directors Jiang Hongdong, Yang Qiang, Duan ronghua, Wang Yanxiang and Peng Wei avoided voting. The company's non affiliated directors deliberated and adopted the 2022 power purchase and sale agreement between the company and Baise Power Supply Bureau (Napo) of Guangxi Power Grid Co., Ltd. with 6 votes in favor, 0 votes against and 0 abstentions.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, see Yunnan Wenshan Electric Power Co.Ltd(600995) announcement on daily connected transactions expected in 2022 (p.202212)
18、 The company's affiliated directors Jiang Hongdong, Yang Qiang, Duan ronghua, Wang Yanxiang and Peng Wei avoided voting. The company's non affiliated directors deliberated and adopted the proposal on insuring related party transactions between the company and DINGHE Property Insurance Co., Ltd. in 2022 with 6 votes in favor, 0 votes against and 0 abstentions. For details, see Yunnan Wenshan Electric Power Co.Ltd(600995) announcement on daily connected transactions expected in 2022 (p.202212)
19、 The company's affiliated directors Jiang Hongdong, Yang Qiang, Duan ronghua, Wang Yanxiang, Liu Junfeng and Peng Wei avoided voting, and the company's non affiliated directors deliberated and adopted the proposal on daily connected transactions expected in 2022 with 5 votes in favor, 0 votes against and 0 abstentions.
For details, see Yunnan Wenshan Electric Power Co.Ltd(600995) announcement on daily connected transactions expected in 2022 (p.202212)
20、 The company's affiliated directors Jiang Hongdong, Wang Yanxiang and Peng Wei avoided voting. The company's non affiliated directors deliberated and adopted the company's plan for reviewing the remuneration of directors, supervisors and senior managers in 2021 with 8 votes in favor, 0 against and 0 abstention.
The remuneration of senior managers in this proposal shall be explained to the general meeting of shareholders; The remuneration of directors and supervisors still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
21、 With 11 affirmative votes, 0 negative votes and 0 abstention, the proposal on the suspension of the 2021 annual general meeting of shareholders was deliberated and adopted.
The above-mentioned proposals 2, 3, 6, 7, 8, 9, 10, 13, 14, 16, 17 and 20 need to be submitted to the general meeting of shareholders for deliberation. The company plans to convene an annual general meeting of shareholders to deliberate on the above-mentioned proposals.
22、 The meeting heard the performance report of independent directors of the company in 2021.
It is hereby announced.
Yunnan Wenshan Electric Power Co.Ltd(600995) board of directors March 22, 2022
