Securities code: Shandong Oriental Ocean Sci-Tech Co.Ltd(002086) securities abbreviation: St Toyo Announcement No.: 2022033
Shandong Oriental Ocean Sci-Tech Co.Ltd(002086)
The second interim meeting of the seventh board of directors in 2022
Announcement of meeting resolutions
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Shandong Oriental Ocean Sci-Tech Co.Ltd(002086) (hereinafter referred to as “the company”) the second extraordinary meeting of the seventh board of directors in 2022 was notified to all directors by telephone, fax and e-mail on April 13, 2022. It was held by means of communication on April 14, 2022. There were 9 directors who should participate in the meeting and 9 directors who actually participated in the deliberation and voting. The convening and convening of the meeting shall comply with the relevant provisions of the company law and the articles of association. The meeting shall be convened and presided over by Mr. Zhao Yushan, chairman (Acting). The meeting considered the following proposals by means of communication voting:
1、 The proposal on appointing Mr. Zhao Yushan as the general manager of the company was deliberated and adopted
After deliberation by the directors attending the meeting, it is agreed to appoint Mr. Zhao Yushan as the general manager of the company.
Voting results: 8 in favor, 0 against and 0 abstention. (Zhao Yushan abstained from voting).
2、 Deliberated and adopted the proposal on changing the members of the strategy committee of the board of directors
After deliberation by the directors attending the meeting, it is agreed to add Mr. Zhang Rongqing as an independent director to the strategy committee of the seventh board of directors of the company. Voting results: 7 affirmative votes, 1 negative vote and 0 abstention vote. (Zhang Rongqing abstained from voting).
The reasons for director Chai Junlin’s objection are as follows: 1. According to the articles of association, the interim Board of directors should be notified five days in advance. This interim Board of directors is only notified one day in advance. Obviously, this proposal is not an emergency situation. There are defects in the convening and convening procedures of the board of directors, which is not conducive to full communication and decision-making; 2. This proposal has not been fully communicated. As the largest shareholder of the company, Hunan Youhe has excluded the nominated directors from all special committees, which is obviously unfair and is not conducive to protecting the interests of shareholders and optimizing corporate governance.
3、 Deliberated and adopted the proposal on changing the members of the nomination committee of the board of directors
After deliberation by the directors attending the meeting, it is agreed that the member of the nomination committee held by Mr. Che Shi will be changed to Mr. Zhao Yushan, and the other members will remain unchanged.
Voting results: 7 affirmative votes, 1 negative vote and 0 abstention vote. (Zhao Yushan abstains from voting.)
The objection of director Chai Junlin is as follows: 1. According to the articles of association, the interim Board of directors shall be notified five days in advance, and this interim Board of directors shall be notified only one day in advance. Obviously, this proposal is not an emergency situation, and there are defects in the convening and convening procedures of the board of directors; 2. Mr. Zhao Yushan is too old. The committee members need to have enough energy to provide services for listed companies and should not hold too many concurrent positions; 3. This proposal has not been fully communicated. As the largest shareholder of the company, Hunan Youhe has excluded the nominated directors from all special committees, which is obviously unfair and is not conducive to protecting the interests of shareholders and optimizing corporate governance.
It is hereby announced.
Shandong Oriental Ocean Sci-Tech Co.Ltd(002086)
Board of directors
April 16, 2002
