Securities code: Zhuhai Huajin Capital Co.Ltd(000532) securities abbreviation: Zhuhai Huajin Capital Co.Ltd(000532) Announcement No.: 2022001
Zhuhai Huajin Capital Co.Ltd(000532)
Announcement of resolutions of the 11th meeting of the 10th 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
Zhuhai Huajin Capital Co.Ltd(000532) (hereinafter referred to as "the company" or "the company") the 11th meeting of the 10th board of directors was held on March 22, 2022 in the conference room on the fifth floor of the company by means of on-site combined communication. The notice of the meeting was sent to all directors by email and in writing on March 11, 2022. There were 11 directors who should attend the meeting and 11 actually attended the meeting. The convening and convening of the meeting shall comply with the relevant provisions of the company law and the articles of association of the company.
2、 Deliberations at the board meeting:
1. The proposal on the work report of the board of directors in 2021 was deliberated and adopted
For details, please refer to the "company's business summary", "management discussion and analysis" and "important matters" in the "2021 annual report" published on cninfo on the same day (website: http://www.cn.info.com.cn. ）。 All independent directors of the 10th board of directors of the company submitted the 2021 report on the work of independent directors to the board of directors and will report on their work at the 2021 annual general meeting of shareholders of the company. For the specific contents of the report, please refer to the report on the work of independent directors in 2021 disclosed by the company on cninfo.com on the same day.
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 11 in favor, 0 abstention and 0 against.
2. The proposal on the president's work report in 2021 was deliberated and adopted
For details, please refer to the "company business summary" and "management discussion and analysis" in the company's online announcement "2021 annual report" on cninfo on the same day (website: http://www.cn.info.com.cn. ）。 Voting results: 11 in favor, 0 abstention and 0 against.
3. The proposal on the financial final accounts report of 2021 was deliberated and adopted
For details, please refer to the company's publication on cninfo (www.cn. Info. Com. CN.) on the same day Financial report in section X of the 2021 annual report.
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 11 in favor, 0 abstention and 0 against.
4. The proposal on financial budget report for 2022 was deliberated and adopted
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 11 in favor, 0 abstention and 0 against.
5. The plan on profit distribution in 2021 was reviewed and approved
Audited by Dahua certified public accountants, the company realized a net profit of 19297231591 yuan attributable to the owner of the parent company in 2021, and the parent company realized a net profit of 13664460407 yuan. The statutory surplus reserve of 1366446041 yuan was withdrawn according to 10%, and the profit available for distribution to shareholders of the parent company was 35679672209 yuan at the end of the period. Now it is proposed to take the total number of 344708340 shares of capital stock on December 31, 2021 as the base, pay cash of 0.60 yuan (including tax) for every 10 shares, totaling 2068250040 yuan, and the balance of undistributed profit of 33611422169 yuan will be transferred to the next year, and no provident fund will be transferred to share capital. If the total share capital of the company changes before the implementation of the distribution plan, it will be adjusted accordingly according to the principle that the total distribution amount remains unchanged.
Independent directors have expressed their independent opinions on this proposal. See the independent opinions of Zhuhai Huajin Capital Co.Ltd(000532) independent directors on relevant matters disclosed by the company on cninfo.com on the same day for details.
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 11 in favor, 0 abstention and 0 against.
6. The proposal on the full text and summary of the 2021 annual report was deliberated and adopted
The board of directors reviewed and approved the company's 2021 annual report and its summary. For details, see the company's announcement of 2021 annual report and 2021 annual report summary (website: http://www.cn.info.com.cn. ）。
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 11 in favor, 0 abstention and 0 against.
7. The proposal on the evaluation report of internal control in 2021 was considered and adopted
For details, please refer to the company's announcement of 2021 internal control self-evaluation report (website: http://www.cn.info.com.cn. ）。
Independent directors have expressed their independent opinions on this proposal. See the independent opinions of Zhuhai Huajin Capital Co.Ltd(000532) independent directors on relevant matters disclosed by the company on cninfo.com on the same day for details.
Voting results: 11 in favor, 0 abstention and 0 against.
8. The proposal on scrapping and write off of some assets was deliberated and adopted
For details, please refer to the announcement on scrapping and write off of some assets (website: http://www.cn.info.com.cn. ）。
Independent directors have expressed their independent opinions on this proposal. See the independent opinions of Zhuhai Huajin Capital Co.Ltd(000532) independent directors on relevant matters disclosed by the company on cninfo.com on the same day for details.
Voting results: 11 in favor, 0 abstention and 0 against.
9. The proposal on the company's 2022 annual guarantee plan was deliberated and adopted
For details, please refer to the announcement on the company's 2022 annual guarantee plan (website: http://www.cn.info.com.cn. ）。
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 11 in favor, 0 abstention and 0 against.
10. The proposal on the 2021 annual risk continuous assessment report of Zhuhai HUAFA Group Finance Co., Ltd. was reviewed and approved
Related directors Guo Jin, Li Guangning, Xie Hao and Zou Chaoyong avoided voting. For details, please refer to the company's announcement on the website of cninfo on the same day, the 2021 annual risk continuous assessment report of Zhuhai HUAFA Group Finance Co., Ltd. (website: http://www.cn.info.com.cn. ）。
The independent directors of the company recognized and expressed their consent in advance. See the independent opinions of Zhuhai Huajin Capital Co.Ltd(000532) independent directors on relevant matters disclosed by the company on cninfo.com on the same day for details.
Voting results: 7 in favor, 0 abstention and 0 against.
11. The proposal on the company's continuing employment of accounting firms was deliberated and adopted
The company plans to continue to employ Dahua Certified Public Accountants (special general partnership) as the auditor of the company's annual financial report and internal control. The annual audit cost is 850000 yuan, including 550000 yuan for financial report audit and 300000 yuan for internal control audit. The travel expenses incurred in the audit process shall be borne by the company. For details, please refer to the announcement on the proposed renewal of accounting firm (website: http://www.cn.info.com.cn. ）。 The independent directors of the company recognized and expressed their consent in advance. See the independent opinions of Zhuhai Huajin Capital Co.Ltd(000532) independent directors on relevant matters disclosed by the company on cninfo.com on the same day for details.
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 11 in favor, 0 abstention and 0 against.
12. The proposal on Revising the financial management system was deliberated and adopted
With the revision and application of new income standards, new financial instrument standards, new leasing standards and other standards, it is proposed to revise the relevant provisions involved in the company's financial management system at the same time.
Voting results: 11 in favor, 0 abstention and 0 against.
13. The proposal on Amending the related party transaction management system was deliberated and adopted
According to the amendments of Shenzhen Stock Exchange to the stock listing rules and the self regulatory guidelines for listed companies No. 7 - transactions and related party transactions, the company revised the relevant provisions involved in the related party transaction management system at the same time.
Voting results: 11 in favor, 0 abstention and 0 against.
14. The proposal on Amending the measures for the administration of holding subsidiaries was deliberated and adopted
Voting results: 11 in favor, 0 abstention and 0 against.
15. The proposal on the signing of mask purchase and sales contracts and related party transactions by the company's subordinate companies was deliberated and adopted. The related directors Guo Jin, Li Guangning, Xie Hao and Zou Chaoyong avoided voting. For details, see the announcement on the sale of masks and related party transactions for export (website: http://www.cn.info.com.cn. ）。
The independent directors of the company recognized and expressed their consent in advance. See the independent opinions of Zhuhai Huajin Capital Co.Ltd(000532) independent directors on relevant matters disclosed by the company on cninfo.com on the same day for details.
Voting results: 7 in favor, 0 abstention and 0 against.
16. The proposal on renewal of entrusted operation contract and related party transaction of Zhihui Bay Innovation Center project was reviewed and approved. The related directors Guo Jin, Li Guangning, Xie Hao and Zou Chaoyong avoided voting. For details, see the announcement on renewal of entrusted operation contract and related party transaction of Zhihui Bay Innovation Center Project (website: http://www.cn.info.com.cn. ）。
The independent directors of the company recognized and expressed their consent in advance. See the independent opinions of Zhuhai Huajin Capital Co.Ltd(000532) independent directors on relevant matters disclosed by the company on cninfo.com on the same day for details.
Voting results: 7 in favor, 0 abstention and 0 against.
17. The proposal on capital increase of subsidiaries was deliberated and adopted
For details, please refer to the announcement on capital increase of subsidiaries (website: http://www.cn.info.com.cn. ）。
Voting results: 11 in favor, 0 abstention and 0 against.
18. The proposal on the notice of convening the 2021 annual general meeting of shareholders was deliberated and adopted
It is agreed that the 2021 annual general meeting of shareholders will be held at 14:30 p.m. on Friday, April 15, 2022 in a combination of on-site and network. For details, please refer to the notice on convening the 2021 annual general meeting of shareholders (website: http://www.cn.info.com.cn. ）。
Voting results: 11 in favor, 0 abstention and 0 against.
3、 Documents for future reference
1. Resolutions of the board of directors signed and sealed by the directors attending the meeting;
2. Prior approval of independent directors and related matters.
It is hereby announced.
Zhuhai Huajin Capital Co.Ltd(000532) board of directors March 24, 2022
