Announcement No.: Xinjiang Haoyuan Natural Gas Co.Ltd(002700) 27
Announcement of resolutions of the 18th meeting of the 4th 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.
Estun Automation Co.Ltd(002747) (hereinafter referred to as “the company” ” Estun Automation Co.Ltd(002747) ). The notice of the 18th meeting of the 4th board of directors was sent by telephone and e-mail on March 26, 2022. The meeting was held by partial on-site and partial communication voting in the conference room at 1888 Jiyin Avenue, Jiangning District, Nanjing on March 31, 2022. The meeting was presided over by Mr. Wu Bo, chairman of the board of directors. There were 9 directors who should attend the meeting and 9 directors who actually attended the meeting. The convening of the meeting was in accordance with the provisions of the company law, relevant laws and regulations and the articles of association. After deliberation, the following proposal was adopted:
1、 Deliberated and passed the proposal on Amending the articles of Association
For details of the announcement on Amending the articles of association, please refer to the information disclosure media designated by the company, such as securities times, China Securities News, securities daily and cninfo (www.cn. Info. Com. CN).
For details of the revised articles of association, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
2、 Deliberated and passed the proposal on Amending the rules of procedure of the general meeting of shareholders
In accordance with the current company law of the people’s Republic of China, the securities law of the people’s Republic of China, the revised rules of the general meeting of shareholders of listed companies and other laws, administrative regulations, departmental rules and normative documents issued by the China Securities Regulatory Commission in January 2022, and the provisions of the articles of association, the company has revised the relevant provisions of the rules of procedure of the general meeting of shareholders. See Annex 1 for the revision comparison table.
For details of the revised rules of procedure of the general meeting of shareholders, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
3、 Deliberated and passed the proposal on Amending the rules of procedure of the board of directors
In accordance with the current company law of the people’s Republic of China, the securities law of the people’s Republic of China, the standards for the governance of listed companies, the revised rules for the listing of shares of Shenzhen Stock Exchange (revised in 2022), the guidelines for self discipline supervision of listed companies of Shenzhen stock exchange No. 1 – standardized operation of listed companies on the main board and other laws and administrative regulations issued by Shenzhen Stock Exchange in January 2022 The relevant provisions of the rules of procedure of the board of directors have been revised in accordance with the provisions of the departmental rules and normative documents and the revised articles of association. See Annex 1 for the revision comparison table.
The revised rules of procedure of the board of directors are detailed in cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
4、 Deliberated and passed the proposal on Amending the independent director system
In accordance with the current company law of the people’s Republic of China, the guidelines for the governance of listed companies, the rules for independent directors of listed companies issued or revised by the China Securities Regulatory Commission and Shenzhen Stock Exchange in January 2022, the guidelines for the self regulatory supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and other laws and administrative regulations The relevant provisions of the company’s independent director system have been revised in accordance with the provisions of departmental rules and normative documents and the revised articles of association. See Annex 1 for the revision comparison table. For details of the revised independent director system, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
5、 Deliberated and passed the proposal on Amending the working system of the Secretary of the board of directors
In accordance with the provisions of laws, administrative regulations, departmental rules and normative documents such as the revised guidelines for the articles of association of listed companies (revised in 2022), the stock listing rules of Shenzhen Stock Exchange (revised in 2022), the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board issued by China Securities Regulatory Commission and Shenzhen Stock Exchange in January 2022, The relevant provisions of the working system of the Secretary of the board of directors of the company have been revised. See Annex 1 for the revision comparison table.
For details of the revised working system of the Secretary of the board of directors, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
6、 Deliberated and passed the proposal on Amending the working rules of the general manager
In accordance with the current company law of the people’s Republic of China, the revised self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board issued by Shenzhen Stock Exchange in January 2022 and other laws, administrative regulations, departmental rules and normative documents, as well as the revised articles of association, the company revised the relevant provisions of the working rules for the general manager of the company, See Annex 1 for the revision comparison table.
The revised working rules of the general manager are detailed in cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
7、 Deliberated and passed the proposal on Amending the measures for the administration of external guarantees
In accordance with the current company law of the people’s Republic of China, the guarantee law of the people’s Republic of China and the guidelines for the supervision of listed companies No. 8 – regulatory requirements for capital transactions and external guarantees of listed companies and the stock listing rules of Shenzhen Stock Exchange (revised in 2022) issued or revised by China Securities Regulatory Commission and Shenzhen Stock Exchange in January 2022 The relevant provisions of the company’s measures for the administration of external guarantees have been revised in accordance with the provisions of laws, administrative regulations, departmental rules and normative documents such as the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the revised articles of association. See Annex 1 for the revision comparison table.
For the revised Measures for the administration of external guarantee, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
8、 Deliberated and passed the proposal on Amending the measures for the administration of foreign investment
In accordance with the current company law of the people’s Republic of China and the revised listing rules of Shenzhen Stock Exchange (revised in 2022) issued by China Securities Regulatory Commission and Shenzhen Stock Exchange in January 2022, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and other laws and administrative regulations The relevant provisions of the company’s measures for the administration of foreign investment have been revised in accordance with the provisions of departmental rules, normative documents and the revised articles of association. See Annex 1 for the revision comparison table.
For details of the revised Measures for the administration of foreign investment, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
9、 Deliberated and passed the proposal on Amending the system of preventing controlling shareholders and related parties from occupying the company’s funds
In accordance with the current company law of the people’s Republic of China and the regulatory guidelines for listed companies No. 8 – regulatory requirements for capital transactions and external guarantees of listed companies and the stock listing rules of Shenzhen Stock Exchange (revised in 2022) issued or revised by China Securities Regulatory Commission and Shenzhen Stock Exchange in January 2022 The relevant provisions of the company’s system for preventing controlling shareholders and related parties from occupying the company’s funds have been revised in accordance with the provisions of laws, administrative regulations, departmental rules and normative documents such as the guidelines for self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the revised articles of association. See Annex 1 for the revision comparison table.
The revised system for preventing controlling shareholders and related parties from occupying the company’s funds is detailed in the company’s designated information disclosure media http://www.cn.info.com.cn.
Voting results: 9 in favor, 0 against and 0 abstention.
10、 Deliberated and passed the proposal on Amending the measures for the administration of connected transactions
In accordance with the current company law of the people’s Republic of China, the securities law of the people’s Republic of China, the revised Shenzhen Stock Exchange Stock Listing Rules (revised in 2022) issued by Shenzhen Stock Exchange in January 2022, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and other laws and administrative regulations The relevant provisions of the company’s measures for the administration of connected transactions have been revised in accordance with the provisions of departmental rules and normative documents and the revised articles of association. See Annex 1 for the revision comparison table.
For details of the revised management measures for connected transactions, please refer to cninfo.com (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
11、 Deliberated and passed the proposal on Revising the management system for the use of raised funds
According to the current company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of initial public offering and listing, the measures for the administration of securities issuance of listed companies and the revised stock listing rules of Shenzhen Stock Exchange (revised in 2022) issued by Shenzhen Stock Exchange in January 2022 The relevant provisions of the company’s management system for the use of raised funds have been revised in accordance with the provisions of laws, administrative regulations, departmental rules and normative documents such as the guidelines for self-regulation and supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the revised articles of association. See Annex 1 for the revision comparison table. The revised management system for the use of raised funds is detailed in cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
12、 Deliberated and passed the proposal on Revising the internal control system
In accordance with the current company law of the people’s Republic of China, the securities law of the people’s Republic of China, the revised Shenzhen Stock Exchange Stock Listing Rules (revised in 2022) issued by Shenzhen Stock Exchange in January 2022, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and other laws and administrative regulations The relevant provisions of the company’s internal control system have been revised in accordance with the provisions of departmental rules and normative documents and the revised articles of association. See Annex 1 for the revision comparison table. For details of the revised internal control system, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
13、 Deliberated and passed the proposal on Revising the internal audit system
In accordance with the current audit law of the people’s Republic of China, the provisions on internal audit issued by the National Audit Commission, the revised self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board issued by Shenzhen Stock Exchange in January 2022 and other laws, administrative regulations, departmental rules and normative documents, as well as the revised articles of association, The relevant provisions of the company’s internal audit system have been revised. See Annex 1 for the revision comparison table.
For details of the revised internal audit system, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
14、 Deliberated and passed the proposal on Amending the registration system of insiders
In accordance with the current company law of the people’s Republic of China, the securities law of the people’s Republic of China, the governance standards of listed companies, the measures for the administration of information disclosure of listed companies, and the regulatory guidelines for listed companies No. 5 – registration and administration system for insiders of listed companies and the stock listing rules of Shenzhen Stock Exchange (revised in 2022) issued or revised by Shenzhen Stock Exchange in January 2022 The relevant provisions of the company’s insider registration system have been revised in accordance with the provisions of laws, administrative regulations, departmental rules, normative documents and the revised articles of association, such as the guidelines for self regulatory supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the revised comparison table is shown in Annex 1.
For details of the revised registration system for insiders, please refer to cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
15、 Deliberated and passed the proposal on Revising the information disclosure management system
According to the current company law of the people’s Republic of China, securities law of the people’s Republic of China and Information Disclosure Management Office of listed companies