Securities code: China State Construction Engineering Corporation Limited(601668) stock abbreviation: China State Construction Engineering Corporation Limited(601668) No.: pro 2022018 announcement of the resolution of the 15th meeting of the third 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.
China State Construction Engineering Corporation Limited(601668) hereinafter referred to as “the company”) the 15th meeting of the third board of directors (hereinafter referred to as “the meeting”) was held in conference room 3908, CSCEC Fortune International Center, Beijing on April 15, 2022. Mr. Zheng xuexuan, chairman of the board, presided over the meeting. Mr. Zhang Zhaoxiang, director and President, and Mr. Xu Wenrong, Mr. Jia Chen, Mr. Sun Chengming and Mr. Li Ping, independent directors, attended the meeting. Some supervisors, Secretary of the board of directors and other senior executives of the company attended the meeting as nonvoting delegates.
The notice of the meeting was sent by email on April 2, 2022. The meeting was held in accordance with the company law of the people’s Republic of China, the China State Construction Engineering Corporation Limited(601668) articles of association and the rules of procedure of China State Construction Engineering Corporation Limited(601668) board of directors. The meeting was held legally and effectively. Six directors of the company participated in the voting and passed the following resolutions:
1、 Deliberated and adopted the work report of the board of directors in China State Construction Engineering Corporation Limited(601668) 2021
All directors reviewed and unanimously adopted the work report of the board of directors in China State Construction Engineering Corporation Limited(601668) 2021. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 6 in favor, 0 against and 0 abstention.
2、 Deliberated and adopted the 2021 performance report of the audit and risk committee of China State Construction Engineering Corporation Limited(601668) the third board of directors
All directors reviewed and unanimously approved the 2021 annual performance report of the audit and risk committee of the China State Construction Engineering Corporation Limited(601668) third board of directors.
Voting results: 6 in favor, 0 against and 0 abstention.
3、 Deliberated and adopted the work report of independent directors for China State Construction Engineering Corporation Limited(601668) 2021
All directors reviewed and unanimously adopted the work report of independent directors for China State Construction Engineering Corporation Limited(601668) 2021. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 6 in favor, 0 against and 0 abstention.
4、 Deliberated and adopted the president’s work report of China State Construction Engineering Corporation Limited(601668) 2021
All directors reviewed and unanimously approved the president’s work report of China State Construction Engineering Corporation Limited(601668) 2021.
Voting results: 6 in favor, 0 against and 0 abstention.
5、 Deliberated and passed the proposal on the assessment and salary fulfillment plan for senior managers in China State Construction Engineering Corporation Limited(601668) 2021
All directors deliberated and unanimously approved the proposal on the assessment and salary fulfillment plan for senior managers in China State Construction Engineering Corporation Limited(601668) 2021.
Voting results: 6 in favor, 0 against and 0 abstention.
6、 The proposal on the final financial report of China State Construction Engineering Corporation Limited(601668) 2021 was deliberated and passed by all directors, and the proposal on the final financial report of China State Construction Engineering Corporation Limited(601668) 2021 was unanimously passed by all directors. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 6 in favor, 0 against and 0 abstention.
7、 The proposal on China State Construction Engineering Corporation Limited(601668) withdrawing provision for asset impairment was deliberated and adopted
All directors deliberated and unanimously approved the proposal on China State Construction Engineering Corporation Limited(601668) withdrawing provision for asset impairment.
The independent directors of the company expressed their independent opinions on the above proposal.
Voting results: 6 in favor, 0 against and 0 abstention.
8、 The proposal on the profit distribution plan of China State Construction Engineering Corporation Limited(601668) 2021 was deliberated and adopted. The profit distribution is in the form of cash dividend. The cash dividend is based on 41940858844 shares of the company as of the disclosure date. It is proposed to distribute a cash dividend of 2.50 yuan (including tax) to all shareholders for every 10 shares. Based on this calculation, the total cash dividend to be distributed is about 10.49 billion yuan (including tax). If the total share capital of the company changes before the equity registration date of equity distribution, the company plans to maintain the distribution proportion per share unchanged, adjust the total distribution accordingly, and announce the specific adjustment separately. Considering the characteristics, development stage and business model of the company’s industry, the company needs a large amount of funds to maintain daily business turnover. It is necessary to accumulate appropriate retained earnings to solve the capital problems faced in the development process. The ratio of the cash dividend to be distributed by the company in this year to the net profit attributable to the shareholders of the listed company in that year is less than 30%.
All directors deliberated and unanimously approved the proposal on the profit distribution plan of China State Construction Engineering Corporation Limited(601668) 2021. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
The independent directors of the company expressed their independent opinions on the above proposal.
Voting results: 6 in favor, 0 against and 0 abstention.
9、 The proposal on dividend planning of China State Construction Engineering Corporation Limited(601668) in the next three years (20212023) was deliberated and adopted
All directors deliberated and unanimously approved the proposal on the dividend planning of China State Construction Engineering Corporation Limited(601668) in the next three years (20212023). It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation. The independent directors of the company expressed their independent opinions on the above proposal.
Voting results: 6 in favor, 0 against and 0 abstention.
10、 The proposal on the annual report of China State Construction Engineering Corporation Limited(601668) 2021 was deliberated and adopted by all directors, and the proposal on the annual report of China State Construction Engineering Corporation Limited(601668) 2021 was unanimously adopted. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 6 in favor, 0 against and 0 abstention.
11、 Deliberated and passed the proposal on China State Construction Engineering Corporation Limited(601668) 2021 sustainable development report
All directors deliberated and unanimously adopted the proposal on China State Construction Engineering Corporation Limited(601668) 2021 sustainable development report.
Voting results: 6 in favor, 0 against and 0 abstention.
12、 Deliberated and passed the proposal on China State Construction Engineering Corporation Limited(601668) 2021 annual report on investor protection work
All directors deliberated and unanimously adopted the proposal on China State Construction Engineering Corporation Limited(601668) 2021 annual report on Investor Protection.
Voting results: 6 in favor, 0 against and 0 abstention.
13、 The proposal on the work report of China State Construction Engineering Corporation Limited(601668) internal control system in 2021 was deliberated and adopted by all directors, and the proposal on the work report of China State Construction Engineering Corporation Limited(601668) internal control system in 2021 was unanimously adopted.
Voting results: 6 in favor, 0 against and 0 abstention.
14、 The proposal on the implementation of China State Construction Engineering Corporation Limited(601668) 2021 investment budget and the proposal of 2022 investment budget was deliberated and adopted
All directors deliberated and unanimously approved the proposal on the implementation of China State Construction Engineering Corporation Limited(601668) 2021 investment budget and the proposal of 2022 investment budget. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 6 in favor, 0 against and 0 abstention.
15、 Deliberated and passed the proposal on the evaluation report on internal control in China State Construction Engineering Corporation Limited(601668) 2021
All directors deliberated and unanimously adopted the proposal on China State Construction Engineering Corporation Limited(601668) 2021 annual internal control evaluation report.
The independent directors of the company expressed their independent opinions on the above proposal.
Voting results: 6 in favor, 0 against and 0 abstention.
16、 Annual audit report
All directors deliberated and unanimously adopted the proposal on China State Construction Engineering Corporation Limited(601668) 2021 annual internal audit report.
Voting results: 6 in favor, 0 against and 0 abstention.
17、 The proposal on China State Construction Engineering Corporation Limited(601668) the continuous risk assessment report of CSCEC Finance Co., Ltd. was deliberated and adopted
All directors deliberated and unanimously approved the proposal on China State Construction Engineering Corporation Limited(601668) the continuous risk assessment report of CSCEC Finance Co., Ltd.
Voting results: 6 in favor, 0 against and 0 abstention.
18、 Deliberated and passed the proposal on the financial budget report of China State Construction Engineering Corporation Limited(601668) 2022
All directors deliberated and unanimously adopted the proposal on the financial budget report of China State Construction Engineering Corporation Limited(601668) 2022. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 6 in favor, 0 against and 0 abstention.
19、 The proposal on the guarantee amount of China State Construction Engineering Corporation Limited(601668) 2022 was deliberated and passed by all directors. The proposal on the guarantee amount of China State Construction Engineering Corporation Limited(601668) 2022 was deliberated and unanimously passed by all directors. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
The independent directors of the company expressed their independent opinions on the above proposal.
Voting results: 6 in favor, 0 against and 0 abstention.
20、 Deliberated and passed the proposal on the audit work plan of China State Construction Engineering Corporation Limited(601668) 2022
All directors deliberated and unanimously adopted the proposal on the audit work plan of China State Construction Engineering Corporation Limited(601668) 2022.
Voting results: 6 in favor, 0 against and 0 abstention.
21、 Deliberated and adopted the proposal on renewing the appointment of internal control audit institution in China State Construction Engineering Corporation Limited(601668) 2022
All directors deliberated and unanimously approved the proposal on the renewal of the internal control audit institution in China State Construction Engineering Corporation Limited(601668) 2022. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation. The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on the above proposals.
Voting results: 6 in favor, 0 against and 0 abstention.
22、 Deliberated and passed the proposal on renewing the appointment of the audit institution of China State Construction Engineering Corporation Limited(601668) 2022 annual financial report
All directors deliberated and unanimously adopted the proposal on re employment of the audit institution of China State Construction Engineering Corporation Limited(601668) 2022 annual financial report. It is agreed to submit the above proposal to the 2021 annual general meeting of shareholders of the company for deliberation. The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on the above proposals.
Voting results: 6 in favor, 0 against and 0 abstention.
23、 Deliberated and passed the proposal on the management provisions of China State Construction Engineering Corporation Limited(601668) institutions
All directors deliberated and unanimously adopted the proposal on the management provisions of China State Construction Engineering Corporation Limited(601668) institutions.
Voting results: 6 in favor, 0 against and 0 abstention.
24、 Deliberated and passed the proposal on increasing the registered capital of Shanghai CSCEC Dongfu Investment Development Co., Ltd
All directors deliberated and unanimously adopted the proposal on the management provisions of China State Construction Engineering Corporation Limited(601668) institutions.
Voting results: 6 in favor, 0 against and 0 abstention.
25、 The proposal on convening China State Construction Engineering Corporation Limited(601668) 2021 annual general meeting of shareholders was deliberated and adopted
All directors deliberated and unanimously adopted the proposal on convening the China State Construction Engineering Corporation Limited(601668) 2021 annual general meeting of shareholders. Please refer to the notice of the company’s 2021 annual general meeting for the specific time and method of holding the annual general meeting.
Voting results: 6 in favor, 0 against and 0 abstention.
The specific contents of the second, third, seventh, eighth, ninth, tenth, eleventh, twelfth, fifteenth, seventeenth, nineteenth, twenty-one, twenty-two and twenty-five proposals mentioned above are detailed in the company’s website at Shanghai Stock Exchange (www.sse. Com. CN.) Relevant announcements and documents disclosed.
It is hereby announced.
China State Construction Engineering Corporation Limited(601668) board of directors April 15, 2002
