Shuifa Energas Gas Co.Ltd(603318)
The 14th interim meeting of the 4th board of directors
Resolution
The 14th interim meeting of the 4th board of directors of Shuifa Energas Gas Co.Ltd(603318) (hereinafter referred to as “the company”) was held on January 6, 2022 by on-site combined communication. There are 9 directors who should attend the meeting and 9 actually attended the meeting. The company’s supervisors, the Secretary of the board of directors and some senior executives attended the meeting as nonvoting delegates. Mr. Shang Zhiyong, chairman of the company, presided over the meeting. The notice, convening and voting procedures of the meeting comply with the relevant provisions of the company law of the people’s Republic of China and the Shuifa Energas Gas Co.Ltd(603318) articles of association, and the meeting is legal and valid. The meeting adopted the following resolutions by voting:
1. The proposal on the company’s plan to participate in the investment and establishment of limited partnership and related party transactions was deliberated and adopted.
It is agreed that the company and Shuifa Energas Gas Co.Ltd(603318) Group Co., Ltd. (hereinafter referred to as “gas group”), Ningbo Meishan free trade port Xinda Runze investment partnership (limited partnership) (hereinafter referred to as “Xinda Runze”) and Xinda Capital Management Co., Ltd. (hereinafter referred to as “Xinda capital”) jointly establish a limited partnership. The total amount of capital contribution planned to be subscribed by all partners of the limited partnership is 802 million yuan, including 1 million yuan subscribed by gas group as general partner / executive partner, 1 million yuan subscribed by Cinda capital as general partner and 560 million yuan subscribed by Cinda Runze as limited partner, Shuifa Energas Gas Co.Ltd(603318) as a limited partner, subscribed capital contribution of RMB 24 million. The sole purpose of the partnership is to participate in the bankruptcy reorganization of 19 companies such as Shengli oilfield Shengli Power Machinery Group Co., Ltd., and agree to submit the proposal to the general meeting of shareholders for deliberation.
Voting results: 5 affirmative votes, 0 abstention votes and 0 negative votes, and related directors Shang Zhiyong, Zhao Guangren, Zhu xianlei and Huang huini avoided voting.
2. The proposal on convening the second extraordinary general meeting of shareholders in 2022 was reviewed and adopted.
Voting results: 9 in favor, 0 abstention and 0 against.
It is hereby resolved.
(there is no text below, which is the signature page)
(this page is the signature page of Shuifa Energas Gas Co.Ltd(603318) the resolution of the 14th extraordinary meeting of the Fourth Board of directors) signatures of directors attending the meeting:
Shang Zhiyong, Zhao Guangmin
Zhu xianlei, Xia tongshui
Huang huini, Wu Changchun
Wang Jianghong, Wang Hua
Tian Lei
Shuifa Energas Gas Co.Ltd(603318)
January 6, 2022
