Securities code: Shanghai Huayi Group Corporation Limited(600623) 900909 stock abbreviation: Shanghai Huayi Group Corporation Limited(600623) Huayi B share No.: 2022009 Shanghai Huayi Group Corporation Limited(600623)
Announcement on resolutions of the 17th meeting of the 10th 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 Shanghai Huayi Group Corporation Limited(600623) (hereinafter referred to as “the company”) the 17th meeting of the 10th board of directors was held by means of communication voting on March 25, 2022. There are 7 directors who should be present and 7 actual directors. In line with the provisions of the company law and the articles of association, the meeting is legal and effective.
After deliberation and voting item by item, the meeting adopted the following proposals:
1、 The company’s operating conditions in 2021 and operating arrangements in 2022 were reviewed and approved. The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
2、 The work report of the board of directors in 2021 was reviewed and adopted.
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
3、 The report on the work of independent directors of the company in 2021 was reviewed and adopted.
(see the website of Shanghai stock exchange for details) http://www.sse.com.cn. )
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
4、 The report on the performance of the company’s audit committee in 2021 was reviewed and adopted.
(see the website of Shanghai stock exchange for details) http://www.sse.com.cn. )
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
5、 The 2021 annual social responsibility report of the company was reviewed and adopted.
(see the website of Shanghai stock exchange for details) http://www.sse.com.cn. )
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
6、 The full text and summary of the company’s 2021 annual report were reviewed and adopted.
(see the website of Shanghai stock exchange for details) http://www.sse.com.cn. )
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
7、 The report on the company’s financial final accounts in 2021 was reviewed and adopted.
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
8、 The proposal on the company’s daily connected transactions in 2022 was deliberated and adopted.
See the company’s daily related party transaction announcement (temporary Announcement No.: 2022010) for details.
The company and its related parties Shanghai Huayi (Group) Co., Ltd., Guangxi Huayi energy and Chemical Co., Ltd., Shanghai Huayi Engineering Co., Ltd., Shanghai Shanghai Huayi Group Corporation Limited(600623) Asset Management Co., Ltd., Shanghai Chemical Research Institute Co., Ltd., Shanghai tire rubber (Group) Co., Ltd., Shanghai Wujing Chemical Co., Ltd., Shanghai sanaisi Reagent Co., Ltd., Shanghai sanaifu New Material Technology Co., Ltd Shanghai Shanghai Huayi Group Corporation Limited(600623) Real Estate Co., Ltd., Shanghai Huayi polymer Co., Ltd., Shanghai Shanghai Huayi Group Corporation Limited(600623) Financial Leasing Co., Ltd., Shanghai Huayi Environmental Protection Technology Co., Ltd., Shanghai Chlor-Alkali Chemical Co.Ltd(600618) , Dongming Huayi Yuhuang New Material Co., Ltd., Huayi Hefeng special chemical Zibo Co., Ltd., Shanghai Huayi acrylic acid Co., Ltd., Shanghai The Pacific Securities Co.Ltd(601099) chemical (Group) Huai’an Yuanming powder Co., Ltd., Shanghai Huatai Investment Development Co., Ltd For the daily related party transactions of Shanghai Huayi Tianyuan Chemical Logistics Co., Ltd. and other daily related party transactions involved in this proposal, the related directors Mr. Liu Xunfeng, Ms. Wang Xia and Mr. Gu Lili avoided voting.
The number of affirmative votes is 4, the number of negative votes is 0, and the number of abstention votes is 0.
9、 The proposal on the external guarantee amount of the company was deliberated and adopted.
For details, see the announcement of the company’s estimated amount of external guarantee (temporary Announcement No.: 2022017).
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
10、 The company’s 2021 profit distribution plan (plan) was reviewed and approved.
See the announcement of the company’s profit distribution plan in 2021 (temporary Announcement No.: 2022011) for details. The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
11、 The proposal on the provision for impairment of assets in 2021 was reviewed and approved.
For details, please refer to the company’s announcement on the provision for asset impairment (temporary Announcement No.: 2022012). The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
12、 The proposal on financial write off of asset impairment provision in 2021 was reviewed and approved.
Assets to be written off in 2021: fixed assets of 44709503 yuan and accounts receivable of 151945845 yuan written off by Shanghai Huayi Fine Chemical Co., Ltd; Shanghai Tianyuan (Group) Co., Ltd. cancelled accounts receivable of 700959091 yuan; Shanghai Shanghai Huayi Group Corporation Limited(600623) Investment Co., Ltd. cancelled accounts receivable of 254851314 yuan; Shanghai Huayi Information Technology Co., Ltd. wrote off 342896499 yuan of fixed assets; Shanghai Soap (Group) Co., Ltd. cancelled accounts receivable of 1123428350 yuan and other accounts receivable of 155727380 yuan; Shuangqian Tire Group Co., Ltd. cancelled accounts receivable of 6145841102 yuan and other accounts receivable of 2530000000 yuan. The total loss of the above assets is 11450359084 yuan, and the provision for impairment is 11338092033 yuan.
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
13、 The special report on the deposit and actual use of the company’s raised funds was reviewed and adopted. (see the website of Shanghai stock exchange for details) http://www.sse.com.cn. )
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
14、 The proposal on continuing the bill pledge pool business was deliberated and adopted.
For details, see the announcement on continuing the bill pledge pool business (temporary Announcement No.: 2022020). The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
15、 The proposal on the signing of financial service agreement and related party transactions between finance company and Shanghai Huayi was deliberated and adopted.
(for details, please refer to the announcement of signing financial service agreement and related party transactions (temporary Announcement No.: 2022013). Related directors Mr. Liu Xunfeng, Ms. Wang Xia and Mr. Gu Lili all abstained from voting.
The number of affirmative votes is 4, the number of negative votes is 0, and the number of abstention votes is 0.
16、 The proposal on risk disposal plan for related party transactions of financial companies was reviewed and adopted.
(for details, please refer to the risk disposal plan for connected transactions of Shanghai Shanghai Huayi Group Corporation Limited(600623) Finance Co., Ltd. on the website of Shanghai Stock Exchange)
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
17、 The proposal on the audit fees of accounting firms in 2021 and the renewal of the appointment of accounting firms in 2022 was reviewed and approved.
For details, see the company’s announcement on the renewal of accounting firm (temporary Announcement No.: 2022014). The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
18、 The 2021 internal control evaluation report was reviewed and adopted.
(see the website of Shanghai stock exchange for details) http://www.sse.com.cn. )
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
19、 The proposal on confirming the total remuneration of directors, supervisors and senior managers of the company in 2021 and determining the total remuneration of directors, supervisors and senior managers of the company in 2022 was deliberated and adopted
In 2021, the total remuneration received by the directors, supervisors and senior managers of the company is 161023 million yuan before tax. The total remuneration includes the assessment reward and independent director allowance in 2020 in 2021. The annual remuneration is paid according to the results of year-end performance evaluation.
In view of the comprehensive evaluation and fulfillment of the group’s three-year term of office from 2019 to 2021 in 2022, and considering the annual performance objectives, the total remuneration of the company’s directors, supervisors and senior managers in 2022 is recommended to be 19 million yuan before tax, including 150000 yuan before tax for each independent director receiving the allowance. The above total remuneration includes the assessment and reward in 2021 occurred in 2022.
The number of affirmative votes is 7, the number of negative votes is 0, and the number of abstention votes is 0.
20、 The proposal on the polymerization inhibitor project of Guangxi Huayi new materials Co., Ltd. and the capital increase and related party transactions of investors were reviewed and approved
For details, please refer to the announcement of the polymerization inhibitor project of Guangxi Huayi new materials Co., Ltd. and the capital increase and related party transactions of the investor (temporary Announcement No.: 2022018).
Related directors Mr. Liu Xunfeng, Ms. Wang Xia and Mr. Gu Lili all abstained from voting.
The number of affirmative votes is 4, the number of negative votes is 0, and the number of abstention votes is 0.
The above second, third, sixth, seventh, eighth, ninth, tenth, fifteenth, seventeenth, nineteenth and twentieth issues need to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval.
It is hereby announced
Shanghai Huayi Group Corporation Limited(600623) board of directors
March 29, 2002
