Stock Code: Dongjiang Environmental Company Limited(002672) stock abbreviation: Dongjiang Environmental Company Limited(002672) Announcement No.: 202212 Dongjiang Environmental Company Limited(002672)
Announcement of resolutions of the 18th meeting of the 7th board of directors
The company and all members of its board of directors guarantee that the information disclosed is true, accurate and complete without false records
Misleading statements or material omissions.
1、 Meetings of the board of directors
The 18th meeting of the seventh board of directors Dongjiang Environmental Company Limited(002672) (hereinafter referred to as “the company”) was held in Dongjiang Environmental Company Limited(002672) building, No. 9, Langshan Road, North District, high tech Zone, Nanshan District, Shenzhen City, Guangdong Province on March 25, 2022. The notice of the meeting was delivered by e-mail on March 11, 2022. The meeting should be attended by 9 directors and actually 9 directors. The meeting was held in accordance with the provisions of the company law and the articles of association. The meeting was convened and presided over by the chairman Mr. Tan Kan, and some supervisors and senior managers of the company attended the meeting as nonvoting delegates.
2、 Deliberations of the board meeting
After deliberation, all directors passed the following resolutions by open ballot:
(I) proposal on the company’s 2021 annual report, summary and annual performance announcement
Voting results: 9 in favor, 0 abstention and 0 opposition.
The full text and summary of the company’s 2021 annual report are detailed on cninfo.com（ http://www.cn.info.com.cn./ ）The summary of the company’s annual performance is published in the announcement of the stock exchange of Hong Kong in 2021 and the summary of the company’s annual performance in 2021.
The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(II) proposal on the work report of the board of directors of the company in 2021
Voting results: 9 in favor, 0 abstention and 0 opposition.
See cninfo.com for details of the work report of the board of directors in 2021（ http://www.cn.info.com.cn./ ）。 Mr. Li Jinhui, Mr. Xiao Zhixiong and Ms. Guo Suyi, the independent directors of the seventh board of directors of the company, submitted the 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 details, see the company’s website at cninfo.com（ http://www.cn.info.com.cn./ ）Relevant announcements disclosed on.
The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
Voting results: 9 in favor, 0 abstention and 0 opposition.
(IV) proposal on the company’s 2021 annual financial statement report
Voting results: 9 in favor, 0 abstention and 0 opposition.
See cninfo.com for details of the 2021 financial statement（ http://www.cn.info.com.cn./ ）。
The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(V) proposal on the company’s 2022 financial budget report
Voting results: 9 in favor, 0 abstention and 0 opposition.
See cninfo.com for details of financial budget report for 2022（ http://www.cn.info.com.cn./ ）。
The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(VI) proposal on the provision for asset impairment in 2021
Voting results: 9 in favor, 0 abstention and 0 opposition.
In accordance with the relevant provisions of the accounting standards for business enterprises, in order to truly reflect the company’s financial status, asset value and operating results, the company combed and analyzed the relevant asset values in the consolidated statements as of December 31, 2021, tested by asset category, and accrued asset impairment reserves for assets with possible asset impairment losses. The provision for asset impairment this time complies with the requirements of the accounting standards for business enterprises and other relevant regulations, is fully based, reflects the principle of accounting prudence, and is in line with the actual situation of the company. After the provision for asset impairment is withdrawn, the company’s financial position and asset value as of December 31, 2021 can be more fairly reflected, making the company’s accounting information more reasonable. See the company’s website at cninfo.com for details（ http://www.cn.info.com.cn./ ）Announcement on the provision for asset impairment in 2021 disclosed on the.
The board of supervisors and independent directors of the company have expressed relevant opinions on this proposal. For details, see the company’s website at cninfo.com（ http://www.cn.info.com.cn./ ）Relevant announcements disclosed on.
(VII) proposal on the company’s 2021 profit distribution plan
Voting results: 9 in favor, 0 abstention and 0 opposition.
According to the standard unqualified audit report issued by Zhongshen Zhonghuan Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the parent company in 2021 was 16074496302 yuan, and the net profit of the parent company in 2021 was 32967009072 yuan. According to the provisions of the company law and the articles of association, the statutory surplus reserve of RMB 3296700907 is withdrawn at 10% of the net profit, and the profit available for distribution to the shareholders of the parent company by the end of 2021 is RMB 158475657162.
After the statutory surplus reserve is withdrawn, a cash dividend of RMB 0.55 (including tax) is distributed to all shareholders for every 10 shares based on the total share capital of the company of 879267102 shares, with a total amount of RMB 4835969061. The remaining distributable profits shall be carried forward to the future period, and no bonus shares shall be given, and no accumulation fund shall be converted into share capital.
If the total share capital of the company changes due to the conversion of convertible bonds into shares, share repurchase, equity incentive exercise, refinancing and listing of new shares before the implementation of the distribution plan, it will be adjusted accordingly according to the principle of fixed total cash dividends.
The board of Directors believes that the above profit distribution plan is legal and compliant, in line with the relevant provisions on cash dividends in the notice on further implementing matters related to cash dividends of listed companies, the regulatory guidelines for listed companies No. 3 – cash dividends of listed companies and the articles of association, and in line with the provisions and requirements of the company’s shareholder return plan for the next three years (20212023), Agree to submit the above proposal to the general meeting of shareholders of the company for deliberation. See the company’s website at cninfo.com for details（ http://www.cn.info.com.cn./ ）Announcement on profit distribution plan for 2021 disclosed on the.
The board of supervisors and independent directors of the company have expressed relevant opinions on this proposal. For details, see the company’s website at cninfo.com（ http://www.cn.info.com.cn./ ）Relevant announcements disclosed on.
The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(VIII) proposal on the self-evaluation report of the company’s internal control in 2021
Voting results: 9 in favor, 0 abstention and 0 opposition.
See cninfo.com for details of the 2021 internal control self evaluation report（ http://www.cn.info.com.cn./ ）。
The board of supervisors and independent directors of the company have expressed relevant opinions on this proposal. For details, see the company’s website at cninfo.com（ http://www.cn.info.com.cn./ ）Relevant announcements disclosed on.
(IX) proposal on considering matters related to the annual report of H shares
Voting results: 9 in favor, 0 abstention and 0 opposition.
(x) continuous risk assessment report on Guangdong Guangsheng Finance Co., Ltd
Voting results: 8 in favor, 0 abstention and 0 opposition. Tang Yi, a related director, avoided voting.
Guangdong Guangsheng Finance Co., Ltd. has obtained legal and effective qualifications, established corresponding corporate governance structure and internal control system, established an organizational structure suitable for operation, employed various professionals who meet the requirements and have corresponding abilities, and took corresponding risk control measures, which is in line with the provisions of the measures for the administration of financial companies of enterprise groups. Guangdong Guangsheng Finance Co., Ltd. operates normally, with abundant funds, sound internal control, good asset quality, high capital adequacy ratio and sufficient provisions. The risk of carrying out financial service business is controllable. See the company’s website at cninfo.com for details（ http://www.cn.info.com.cn./ ）The continuous risk assessment report on Guangdong Guangsheng Finance Co., Ltd.
The independent directors of the company have expressed relevant opinions on this proposal. For details, see the company’s website at cninfo.com（ http://www.cn.info.com.cn./ ）Relevant announcements disclosed on.
（11） Proposal on change of accounting policies of the company
Voting results: 9 in favor, 0 abstention and 0 opposition.
This accounting policy change of the company is a reasonable change made in accordance with the latest revised accounting standards for business enterprises of the Ministry of Finance and in combination with the actual situation of the company. It complies with the relevant provisions of the Ministry of finance, China Securities Regulatory Commission and Shenzhen Stock Exchange. There is no damage to the interests of the company and shareholders and will not have a significant impact on the company’s financial statements. We agree to this accounting policy change. See the company’s website at cninfo.com for details（ http://www.cn.info.com.cn./ ）Announcement on changes in accounting policies of the company disclosed on the.
The board of supervisors and independent directors of the company have expressed relevant opinions on this proposal. For details, see the company’s website at cninfo.com（ http://www.cn.info.com.cn./ ）Relevant announcements disclosed on.
（12） Proposal on formulating the authorization management system of Dongjiang Environmental Company Limited(002672) board of directors
Voting results: 9 in favor, 0 abstention and 0 opposition.
In order to further improve the corporate governance structure, standardize the authorization management of the board of directors and establish a scientific, standardized and efficient decision-making mechanism, it is agreed to formulate the Dongjiang Environmental Company Limited(002672) authorization management system of the board of directors in accordance with relevant national laws and regulations and the articles of association.
See the company’s website at cninfo.com for details（ http://www.cn.info.com.cn./ ）The authorization management system of Dongjiang Environmental Company Limited(002672) board of directors disclosed on the.
（13） Proposal on formulating the measures for the administration of Dongjiang Environmental Company Limited(002672) board of directors’ proposals
The voting result was 9 in favor, 0 against and 0 abstention.
In order to standardize the management of the board of directors’ meeting plan, improve the internal control mechanism of the company, improve the quality of the board of directors’ meeting plan, improve the work efficiency of the board of directors and strengthen the scientificity of decision-making, it is agreed to formulate the measures for the management of Dongjiang Environmental Company Limited(002672) board of directors’ meeting plan in accordance with relevant national laws and regulations and the articles of association.
3、 Documents for future reference
1. Resolution of the 18th meeting of the 7th board of directors of the company.
2. Independent opinions of independent directors on relevant matters.
It is hereby announced.
Dongjiang Environmental Company Limited(002672) board of directors March 26, 2022
