Securities code: Foshan Haitian Flavouring And Food Company Ltd(603288) securities abbreviation: Foshan Haitian Flavouring And Food Company Ltd(603288) Announcement No.: 2022008 Foshan Haitian Flavouring And Food Company Ltd(603288)
Announcement of resolutions of the 20th meeting of the Fourth 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.
Foshan Haitian Flavouring And Food Company Ltd(603288) (hereinafter referred to as “the company”) the notice of the 20th meeting of the Fourth Board of directors was sent by hand on March 11, 2022. The meeting was held in the conference room on the 4th floor, block 4, Central District, No. 16 wensha Road, Chancheng District, Foshan City on March 24, 2022 in the combination of on-site and communication. Pang Kang, chairman of the board, was the host of the meeting. Nine directors should be present at this meeting, but there are actually nine. The meeting was held in accordance with the relevant provisions of the company law and the articles of association.
Before the proposal was considered at this meeting, the president of the company reported the work of 2021 to all directors, and all directors unanimously agreed on the president’s work report of 2021.
The meeting considered and adopted the following proposals by open ballot:
1. Review and approve the work report of the board of directors in 2021
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Materials for the annual general meeting of shareholders in Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
2. Review and approve the report on the work of independent directors of the company in 2021
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Report on the work of independent directors in Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
3. The full text and summary of the company’s 2021 annual report were reviewed and adopted
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Annual report of Foshan Haitian Flavouring And Food Company Ltd(603288) 2021 and summary of annual report of Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Materials for the annual general meeting of shareholders in Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
5. Review and approve the 2022 annual financial budget report of the company
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Materials for the annual general meeting of shareholders in Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
6. Review and approve the company’s 2021 financial statements
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Annual audit report of Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
7. Review and approve the 2021 performance report of the audit committee of the board of directors of the company
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. 2021 performance report of the audit committee of Foshan Haitian Flavouring And Food Company Ltd(603288) board of directors.
8. Review and approve the company’s profit distribution plan for 2021
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Announcement of profit distribution plan for Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
9. The proposal on the remuneration of directors, supervisors and senior managers of the company in 2022 was deliberated and adopted. The voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Materials for the annual general meeting of shareholders in Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
10. The proposal on the renewal of the company’s audit institution in 2022 was deliberated and adopted
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Materials for the annual general meeting of shareholders in Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
11. Review and approve the 2021 annual internal control evaluation report of the company
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Internal control evaluation report of Foshan Haitian Flavouring And Food Company Ltd(603288) 2021 and internal control audit report of Foshan Haitian Flavouring And Food Company Ltd(603288) 2021. 12. Reviewed and approved the summary of the company’s non operating capital occupation and other related capital transactions in 2021
Voting result: Pang Kang, Cheng Xue, Chen junyang and Wen Zhizhou, the directors of the company, were associated with the enterprises involved in the matters discussed and avoided voting. This proposal is approved by 5 unrelated directors, accounting for 100% of the number of unrelated directors; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Special instructions on occupation of non operating funds and other related capital transactions in Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
13. The proposal on the company’s entrusted financial management with its own idle funds in 2022 was deliberated and adopted. The voting results: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. And the announcement of Foshan Haitian Flavouring And Food Company Ltd(603288) on entrusted financial management with its own idle funds in 2022 published in China Securities News, Shanghai Securities News, securities times and Securities Daily.
14. The proposal on the company’s application for bank credit line was deliberated and adopted
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. And the announcement of Foshan Haitian Flavouring And Food Company Ltd(603288) on applying for bank credit line published in China Securities News, Shanghai Securities News, securities times and Securities Daily.
15. The proposal on the plan of daily connected transactions in 2022 was considered and adopted
Voting result: Pang Kang, Cheng Xue, Chen junyang and Wen Zhizhou, the directors of the company, were associated with the enterprises involved in the matters discussed and avoided voting. This proposal is approved by 5 unrelated directors, accounting for 100% of the number of unrelated directors; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. And the announcement of Foshan Haitian Flavouring And Food Company Ltd(603288) 2022 daily connected transaction plan published in China Securities Journal, Shanghai Securities News, securities times and Securities Daily.
16. The company’s 2021 environmental, social and governance report was reviewed and adopted
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. Environmental, social and Governance Report of Foshan Haitian Flavouring And Food Company Ltd(603288) 2021.
17. The proposal on Amending the articles of association and annexes to the articles of association was deliberated and adopted
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. And the announcement of Foshan Haitian Flavouring And Food Company Ltd(603288) on Amending the articles of association and annexes to the articles of Association published in China Securities News, Shanghai Securities News, securities times and Securities Daily; The articles of association of Foshan Haitian Flavouring And Food Company Ltd(603288) company (revised in March 2022), the rules of procedure of Foshan Haitian Flavouring And Food Company Ltd(603288) general meeting of shareholders (revised in March 2022), the rules of procedure of Foshan Haitian Flavouring And Food Company Ltd(603288) board of directors (revised in March 2022), and the rules of procedure of Foshan Haitian Flavouring And Food Company Ltd(603288) board of supervisors (revised in March 2022) are posted on the website of Shanghai Stock Exchange at www.sse com. cn.。
18. The proposal on revising some management systems of the company was deliberated and adopted
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
The company system reviewed in this proposal is listed on the website of Shanghai Stock Exchange at www.sse.com com. cn. The Foshan Haitian Flavouring And Food Company Ltd(603288) independent director working system (revised in March 2022), the Foshan Haitian Flavouring And Food Company Ltd(603288) external guarantee system (revised in March 2022), the Foshan Haitian Flavouring And Food Company Ltd(603288) external investment management system (revised in March 2022), the Foshan Haitian Flavouring And Food Company Ltd(603288) connected transaction management measures (revised in March 2022), the Foshan Haitian Flavouring And Food Company Ltd(603288) insider information insider management system (revised in March 2022) Management system of Foshan Haitian Flavouring And Food Company Ltd(603288) information disclosure Affairs (revised in March 2022), working rules of Foshan Haitian Flavouring And Food Company Ltd(603288) president (revised in March 2022), management system of Foshan Haitian Flavouring And Food Company Ltd(603288) entrusted financial management (revised in March 2022).
19. The proposal on convening the 2021 annual general meeting of shareholders of the company was deliberated and adopted
Voting result: 9 votes in favor; 0 votes against; There were no abstentions.
For details of this proposal, please refer to the website of Shanghai Stock Exchange at www.sse.com com. cn. And the notice of Foshan Haitian Flavouring And Food Company Ltd(603288) on convening the 2021 annual general meeting of shareholders published in China Securities News, Shanghai Securities News, securities times and Securities Daily.
The proposals in Items 1, 3, 4, 5, 8, 9, 10, 13, 15, 17 and 18 above need to be submitted to the general meeting of shareholders of the company for deliberation; The second proposal shall be reported to the general meeting of shareholders of the company.
The independent directors of the company have expressed independent opinions on the above-mentioned items 8, 9, 10, 11, 12, 13 and 15. For details, see www.sse.com on the website of Shanghai Stock Exchange com. cn. Independent opinions of Foshan Haitian Flavouring And Food Company Ltd(603288) independent directors on relevant proposals of the 20th meeting of the Fourth Board of directors of the company.
It is hereby announced.
Foshan Haitian Flavouring And Food Company Ltd(603288) board of directors March 25, 2002
