Securities code: Chongqingyukaifaco.Ltd(000514) securities abbreviation: Chongqingyukaifaco.Ltd(000514) Announcement No.: 2022005
Bond Code: 112931 bond abbreviation: 19 Yu bond 01
Chongqingyukaifaco.Ltd(000514)
Announcement of resolutions of the 21st Meeting of the ninth board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions. And bear individual and joint liabilities for the authenticity, accuracy and integrity of its contents.
Chongqingyukaifaco.Ltd(000514) (hereinafter referred to as “the company”) the board of directors issued a written notice on convening the 21st Meeting of the ninth board of directors to all directors on March 10, 2022. On March 24, 2022, the meeting was held in the conference room on the 27th floor of investment building, No. 128, Zhongshan Third Road, Yuzhong District, Chongqing. The meeting was presided over by Mr. Ai Yun, chairman of the board, and attended by supervisors and some senior executives of the company. The convening and convening procedures of the meeting comply with the relevant provisions of the company law, the articles of association and the rules of procedure of the board of directors. The meeting considered and adopted the following proposals:
1、 The 2021 financial report of the company was reviewed and adopted by 7 votes in favor, 0 against and 0 abstention;
This proposal needs to be submitted to the company’s 2021 annual general meeting for deliberation (the time of 2021 annual general meeting will be notified separately).
For details, please refer to the company’s website at http://www.cn.info.com.cn The company’s 2021 annual audit report disclosed.
2、 The 2021 work report of the board of directors of the company was deliberated and adopted by 7 votes in favor, 0 against and 0 abstention;
This proposal needs to be submitted to the company’s 2021 annual general meeting for deliberation (the time of 2021 annual general meeting will be notified separately).
For details, please refer to the company’s website at http://www.cn.info.com.cn Disclosed the work report of the board of directors of the company in 2021.
3、 The 2021 profit distribution proposal of the company was deliberated and adopted by 7 votes in favor, 0 against and 0 abstention;
The audit of Chongqing Kanghua Certified Public Accountants (special general partnership) confirmed that the net profit attributable to the shareholders of the listed company in 2021 was 16212054111 yuan and the earnings per share was 0.1921 yuan. The capital reserve of the company is 119062538060 yuan, and the profit available for distribution to shareholders of the parent company is 118692410800 yuan.
In order to ensure the repayment of the company’s debt principal and interest, the smooth implementation of the construction project and the daily operating cash demand, the company will distribute cash of 0.20 yuan (including tax) for every 10 shares to all shareholders based on the total share capital of 843770965 shares as of December 31, 2021, without giving shares or converting capital reserve into share capital. The proposal will be implemented within two months from the date of deliberation and approval by the general meeting of shareholders. If the total share capital of the company changes due to the conversion of convertible bonds into shares, share repurchase, equity incentive exercise, refinancing, listing of new shares and other reasons before the implementation, the distribution proportion will be adjusted according to the principle that the total amount of cash distribution remains unchanged. According to the provisions of the articles of association that “the accumulated profits distributed in cash in the last three years shall not be less than 30% of the average annual distributable profits realized in the last three years”, the total profit distributed this time is 1687541930 yuan, and the accumulated profit distributed in cash in the last three years is 6328280387 yuan, accounting for 33.94% of the average annual distributable profits realized in the last three years. There is no significant difference between the cash dividend level of the company and the average level of Listed Companies in the industry.
The independent directors of the company have expressed independent opinions on this matter, and this proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. This proposal shall be adopted by more than 2 / 3 of the voting rights held by the shareholders (including shareholders’ agents) attending the general meeting of shareholders (the time of 2021 annual general meeting of shareholders will be notified separately).
For details, please refer to the company’s website at http://www.cn.info.com.cn The full text of the company’s 2021 annual report disclosed “section IV X. profit distribution and conversion of capital reserve into share capital”.
4、 The 2021 annual internal control self evaluation report of the company was reviewed and adopted by 7 votes in favor, 0 against and 0 abstention;
The independent directors of the company expressed independent opinions on the matter.
For details, please refer to the company’s website at China Securities Journal, securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) Disclosed Chongqingyukaifaco.Ltd(000514) 2021 annual internal control self evaluation report (2022005).
5、 The proposal on the remuneration of the chairman of the company in 2021 was deliberated and adopted by 7 votes in favor, 0 against and 0 abstention;
The board of directors agreed with the assessment results of the remuneration and assessment committee, and deliberated and approved the remuneration standard of the chairman of the company in 2021.
The independent directors of the company have expressed independent opinions on this matter, and this proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation (the time of 2021 annual general meeting of shareholders will be notified separately).
For details, please refer to the company’s website at http://www.cn.info.com.cn “Section IV V 3. Remuneration of directors, supervisors and senior managers” in the full text of the company’s 2021 annual report disclosed.
6、 The proposal on the remuneration of senior executives of the company in 2021 was deliberated and adopted by 5 votes in favor, 0 against and 0 abstention;
The board of directors agreed with the assessment results of the remuneration and assessment committee and deliberated and determined the remuneration standard of the company’s senior executives in 2021. Ai Yun, the current chairman of the company, and Li Shangkun, the director and deputy general manager, were paid as senior executives in the company in 2021, so they avoided voting on this matter.
The independent directors of the company expressed independent opinions on the matter.
For details, please refer to the company’s website at http://www.cn.info.com.cn “Section IV V 3. Remuneration of directors, supervisors and senior managers” in the full text of the company’s 2021 annual report disclosed.
7、 The full text of the company’s 2021 annual report and the summary of the company’s 2021 annual report were reviewed and adopted by 7 votes in favor, 0 votes against and 0 abstentions;
This proposal needs to be submitted to the company’s 2021 annual general meeting for deliberation (the time of 2021 annual general meeting will be notified separately).
For details, please refer to the company’s website at http://www.cn.info.com.cn Full text of the company’s 2021 annual report (2022006), China Securities Journal, Shanghai Securities News, securities times and cninfo (www.cn. Info. Com. CN.) The company’s 2021 annual report summary (2022007) disclosed.
8、 The 2021 annual report of independent directors of the company was reviewed and adopted by 7 votes in favor, 0 against and 0 abstention;
For details, please refer to the company’s website at http://www.cn.info.com.cn 2021 annual work report of independent directors of the company disclosed.
9、 The proposal on by election of members of professional committees was deliberated and adopted by 7 votes in favor, 0 against and 0 abstention.
The board of directors agrees that Mr. Luo Yi (attached with resume) is a member of the strategy committee of the ninth board of directors of the company, and his term of office is from the effective date of the resolution of this meeting to the expiration date of the ninth board of directors of the company.
It is hereby announced
Chongqingyukaifaco.Ltd(000514) board of directors March 26, 2022
Attachment: resume of Mr. Luo Yi
Luo Yi, male, born in April 1974, bachelor degree, senior economist. He used to be an officer of the finance department and deputy manager of the investment and Financing Department of Chongqing urban construction investment company; Manager of investment and financing department, director of finance department, director of equity management department and deputy chief accountant of Chongqing urban construction investment (Group) Co., Ltd Chongqingyukaifaco.Ltd(000514) deputy general manager, member of the Party committee and director of Chongqing pharmaceutical Exchange Co., Ltd; Director of CCCC Aviation Airport Co., Ltd Chongqing Gangjiu Co.Ltd(600279) director. He is currently a deputy to the people’s Congress of Yuzhong District, a member of the financial and Economic Committee of Yuzhong District People’s Congress, a vice chairman of the financial and Economic Committee of Yuzhong District People’s Congress, a director of Chongqing Xingnong financing guarantee Group Co., Ltd., Chongqingyukaifaco.Ltd(000514) Deputy Secretary of the Party committee, a director and general manager of the ninth board of directors.
Mr. Luo Yi has no relationship with shareholders holding more than 5% of the company’s shares, actual controllers, other directors, supervisors and senior managers of the company, and there is no situation that he cannot be nominated as senior managers; Have not been punished by the CSRC and other relevant departments or the stock exchange; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for inspection by CSRC for suspected violations of laws and regulations; Not holding shares of the company; He is not the person who has broken his promise; Qualifications that meet the requirements of relevant laws, administrative regulations, departmental rules, normative documents, stock listing rules of Shenzhen Stock Exchange and other relevant provisions of the exchange.
