Securities code: Zhejiang Dayuan Pumps Industry Co.Ltd(603757) securities abbreviation: Zhejiang Dayuan Pumps Industry Co.Ltd(603757) Announcement No.: 2022017 Zhejiang Dayuan Pumps Industry Co.Ltd(603757)
Announcement of resolutions of the 9th meeting of the 3rd 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.
1、 Meetings of the board of directors
(I) Zhejiang Dayuan Pumps Industry Co.Ltd(603757) (hereinafter referred to as "the company") the ninth meeting of the third board of directors (hereinafter referred to as "the meeting") was held in the conference room of the company's headquarters on April 7, 2022, and the meeting notice was sent to all directors by e-mail on March 28, 2022;
(II) there are 7 directors who should attend the meeting and 7 actually attended the meeting. The meeting is presided over by Han Yuanfu, chairman of the company, and the supervisors and senior managers of the company attend the meeting as nonvoting delegates;
(III) the meeting adopts the method of on-site and communication voting;
(IV) the meeting was convened and held in accordance with the company law of the people's Republic of China, the Listing Rules of Shanghai Stock Exchange and the Zhejiang Dayuan Pumps Industry Co.Ltd(603757) articles of Association (hereinafter referred to as the "articles of association").
2、 Deliberations of the board meeting
1. The voting result of the proposal of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021 annual work report of the board of directors was deliberated and adopted: 7 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
2. Deliberated and approved the work report of the general manager of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021
3. Deliberated and adopted the financial final accounts report of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021
Voting results of this proposal: 7 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
4. The internal control evaluation report of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021 was reviewed and approved. For details, see the website of Shanghai Stock Exchange (www.sse. Com. CN.) And the Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021 annual internal control evaluation report published in China Securities Journal and securities times. The independent directors of the company expressed their independent opinions on this matter.
Voting results of this proposal: 7 in favor, 0 against and 0 abstention.
5. The annual report of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021 and its summary were reviewed and approved. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) And Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021 annual report and report summary published in China Securities Journal and securities times. Voting results of this proposal: 7 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
6. Deliberated and approved the profit distribution plan for Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) And the announcement of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on the profit distribution plan for 2021 (Announcement No.: 2022018) published in China Securities Journal and securities times.
The independent directors of the company expressed their independent opinions on this matter.
Voting results of this proposal: 7 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
7. Deliberated and adopted the special report on the deposit and actual use of raised funds in Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) And the special report on the deposit and actual use of raised funds in Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021 (Announcement No.: 2022019) published in China Securities Journal and securities times.
The independent directors of the company expressed their independent opinions on this matter.
Voting results of this proposal: 7 in favor, 0 against and 0 abstention.
8. The proposal of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on the prediction of daily connected transactions in 2022 was deliberated and adopted
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) And the announcement of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on the forecast of daily connected transactions in 2022 (Announcement No.: 2022020) published in China Securities Journal and securities times.
The independent directors of the company approved this matter in advance and expressed their agreed independent opinions on this matter. 8-1. After deliberation, it is agreed to conduct related party procurement from Hanshan Daxing metal products Co., Ltd., and it is estimated that the annual transaction amount will not exceed 9.6 million yuan in 2022;
Related directors Han Yuanfu, Han Yuanping and Wang Guoliang avoided voting, and the other four directors unanimously passed.
The annual purchase amount of more than RMB 2022 Tunghsu Azure Renewable Energy Co.Ltd(000040) 0000 from Wenling Petroleum Co., Ltd. is not expected to be considered, and it is not allowed to purchase from Wenling Petroleum Co., Ltd;
Related directors Han Yuanfu, Han Yuanping and Wang Guoliang avoided voting, and the other four directors unanimously passed.
8-3. It is considered and agreed to carry out related sales to Yancheng fat tower Trading Co., Ltd., which is indirectly controlled by Yu Yujiao. It is estimated that the transaction amount to Yancheng fat tower Trading Co., Ltd. in 2022 will not exceed 2.7 million yuan;
Related directors Han Yuanfu, Han Yuanping and Wang Guoliang avoided voting, and the other four directors unanimously passed.
8-4. It is considered and agreed to carry out related party sales to Yanghai. It is estimated that the annual transaction amount will not exceed 200000 yuan in 2022;
All seven directors passed unanimously.
9. The proposal of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on renewing the appointment of accounting firms was deliberated and adopted. For details, see the website of Shanghai Stock Exchange (www.sse. Com. CN.) And the announcement of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on renewing the appointment of accounting firms (Announcement No.: 2022021) published in China Securities Journal and securities times.
The independent directors of the company approved this matter in advance and expressed their agreed independent opinions on this matter.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
10. The proposal of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on confirming the remuneration of directors, supervisors and senior managers of the company in 2021 and formulating the remuneration plan in 2022 was reviewed and approved
The remuneration and assessment committee of the board of directors has determined that the remuneration of directors, supervisors and senior managers of the company in 2021 is as follows:
Name: total pre tax remuneration received from the company during the reporting period (10000 yuan)
Han Yuanfu chairman, general manager and chief financial officer 60.73
Han Yuanping, director, chairman and general manager of Anhui Xinhu 66.00
Wang Guoliang, director, chairman and general manager of Hefei Xinhu 55.63
Cui Pule, director 64.45
Wang Yang independent director (outgoing) 2.90
Zhang wusheng independent director (outgoing) 2.90
Yi Yanxin independent director (outgoing) 2.90
Zhang Xiansheng, independent director 2.90
Ma Guixiang independent director 2.90
LV jiuqin independent director 2.90
Chairman of the supervisory board of won re (resigned); Consultant 30.30
Supervisor Hu Xiaojun (outgoing) 22.42
Yan zhensu Employee Representative Supervisor (outgoing) 12.38
Kou Jian, chairman of the board of supervisors 19.34
Liang Weidong supervisor 22.71
Li Haijun employee representative supervisor 18.32
Yang Dezheng, chief financial officer (resigned); Assistant General Manager 55.75
Yu Wen, Secretary of the board of directors 31.14
Total / 476.57
The remuneration scheme of directors, supervisors and senior managers of the company in 2022 is as follows:
1. The allowance system is implemented for the independent directors of the company, and the total allowance for each person in 2022 is 50000 yuan (after tax).
2. The remuneration scheme of directors and senior executives of other companies except independent directors shall be formulated by the general manager of the company and determined by the remuneration and assessment committee of the board of directors in accordance with the relevant assessment management system of the company, the completion of the company's business objectives in the current year, and with reference to the general remuneration standards of the company's region and companies in the same industry. 3. The company's supervisors are part-time, without supervisor allowance, and their remuneration is determined according to their specific positions. The independent directors of the company expressed their independent opinions on this matter.
Voting results of this proposal: 7 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
11. The proposal of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on repurchase and cancellation of some restricted shares was deliberated and adopted
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) And the announcement of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on repurchase and cancellation of some restricted shares (Announcement No.: 2022022) published in China Securities Journal and securities times.
The independent directors of the company expressed their independent opinions on this matter.
Voting results of this proposal: 6 in favor, 0 against and 0 abstention; As the incentive object of the 2020 restricted stock incentive plan, director Cui Pule avoided voting on this proposal.
12. Deliberated and adopted the Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021 annual social responsibility report
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) And Zhejiang Dayuan Pumps Industry Co.Ltd(603757) 2021 annual social responsibility report published by China Securities Journal and securities times. Voting results of this proposal: 7 in favor, 0 against and 0 abstention.
13. Deliberated and passed the proposal of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on convening the 2021 annual general meeting of shareholders
See the website of Shanghai Stock Exchange (www.sse. Com. CN.) for details of the notice of the general meeting of shareholders And the notice of Zhejiang Dayuan Pumps Industry Co.Ltd(603757) on convening the 2021 annual general meeting of shareholders (Announcement No.: 2022025) published in China Securities Journal and securities times.
Voting results of this proposal: 7 in favor, 0 against and 0 abstention.
It is hereby announced.
Zhejiang Dayuan Pumps Industry Co.Ltd(603757) board of directors
April 8, 2022
