Securities code: Shandong Longquan Pipeline Engineering Co.Ltd(002671) securities abbreviation: Shandong Longquan Pipeline Engineering Co.Ltd(002671) Announcement No.: 2022034
Shandong Longquan Pipeline Engineering Co.Ltd(002671)
Announcement of resolutions of the 30th meeting of the Fourth 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.
1、 Meetings of the board of directors
Shandong Longquan Pipeline Engineering Co.Ltd(002671) (hereinafter referred to as “the company”) the 30th meeting of the 4th board of directors was notified in writing or email on April 15, 2022, and was held in the conference room of the company at 9 a.m. on April 18, 2022. The meeting was presided over by Mr. Fu Bo, chairman of the company. Five directors should attend the meeting and five actually attended the meeting, including Ms. Shan Hong, independent director Mr. Zhong Yu and independent director Mr. Wang Junjie, who voted by means of communication. The convening and convening procedures of this meeting comply with the relevant provisions of the company law, the articles of association and other laws and regulations.
2、 Deliberations of the board meeting
After careful deliberation, the directors present at the meeting passed the following proposals:
1. With 5 affirmative votes, 0 negative votes and 0 abstention votes, the proposal on the achievement of the first lifting of restrictions in the first part of the 2020 restricted stock incentive plan was adopted;
The board of Directors considers that the conditions for lifting the restrictions on sales in the first period of the company’s 2020 restricted stock incentive plan have been met, and agrees that the company will handle matters related to lifting the restrictions on sales for eligible incentive objects in accordance with the relevant provisions of the incentive plan.
For details of the announcement on the achievement of lifting the restrictions during the first lifting period of the first part of the restricted stock incentive plan in 2020, please refer to the company’s designated information disclosure website cninfo (www.cn. Info. Com. CN.) And the information disclosure media designated by the company, such as China Securities News, Shanghai Securities News and securities times.
The independent directors of the company have expressed their independent opinions on this proposal. See http://www.cn.info.com.cn for details. 2. With 5 affirmative votes, 0 negative votes and 0 abstention votes, the proposal on repurchase and cancellation of some granted but not yet lifted restricted shares was adopted and submitted to the general meeting of shareholders of the company for deliberation;
According to the relevant provisions of “Chapter XIII handling of changes in the company / incentive object” / “II. Changes in the personal situation of incentive objects” in the 2020 restricted stock incentive plan (hereinafter referred to as the “incentive plan”), in view of the resignation of 7 original incentive objects, including Tang Qian, Xu Dekai, Xiong Feng, Fang Wei, Fu Haigang, Zou Xiang and Kang Lin, due to personal reasons and with the consent of the company, The company plans to buy back and cancel a total of 785000 shares of restricted shares granted to the above original incentive objects but not lifted. For details of the announcement on repurchase and cancellation of some granted but not yet lifted restricted shares, please refer to cninfo (www.cn. Info. Com. CN.), the company’s designated information disclosure website And the information disclosure media designated by the company, such as China Securities News, Shanghai Securities News and securities times.
The independent directors of the company have expressed their independent opinions on this proposal. See http://www.cn.info.com.cn for details. 3. With 5 affirmative votes, 0 negative votes and 0 abstention votes, the proposal on changing the registered capital and amending the articles of association was adopted and submitted to the general meeting of shareholders of the company for deliberation;
In view of the company’s plan to buy back and cancel 785000 restricted shares granted to resigned incentive objects but not lifted, the company’s registered capital is proposed to be reduced from RMB 566510368 to RMB 565725368. According to the above changes in registered capital, in combination with the recently revised guidelines for the articles of association of listed companies (revised in 2022) and other regulations and the actual situation of the company, the company plans to revise some contents of the articles of association.
For the announcement on changing the registered capital and amending the articles of association, please refer to the company’s designated information disclosure website cninfo (www.cn. Info. Com. CN.) And the information disclosure media designated by the company, such as China Securities News, Shanghai Securities News and securities times. 4. The report of the company for the first quarter of 2022 was adopted with 5 affirmative votes, 0 negative votes and 0 abstention votes; For details of the report for the first quarter of 2022, please refer to cninfo (www.cn. Info. Com. CN), the company’s designated information disclosure website. 5. The proposal on the election of non independent directors of the 5th board of directors of the company was reviewed and approved and submitted to the general meeting of shareholders of the company for deliberation; Voting results:
5 in favor, 0 against and 0 abstention, and agree that Mr. Fu Bo is a candidate for non independent director of the Fifth Board of directors of the company; 5 in favor, 0 against and 0 abstention, and agree that Mr. Liu Qiang is a candidate for non independent director of the Fifth Board of directors of the company; 5 in favor, 0 against and 0 abstention. Mr. Wang Xiaojun is approved to be the candidate for non independent director of the 5th board of directors of the company. For details of the announcement on the general election of the board of directors, please refer to the company’s designated information disclosure website, http://www.cn.info.com.cn And the information disclosure media designated by the company, such as China Securities News, Shanghai Securities News and securities times.
The independent directors of the company have expressed independent opinions on the qualifications and nomination procedures of candidates for non independent directors of the Fifth Board of directors. See http://www.cn.info.com.cn for details.
6. Deliberated and passed the proposal on the election of independent directors of the Fifth Board of directors of the company and submitted it to the general meeting of shareholders of the company for deliberation; Voting results:
5 in favor, 0 against and 0 abstention. Mr. Zhong Yu is approved to be the candidate for independent director of the Fifth Board of directors of the company; 5 in favor, 0 against and 0 abstention. Mr. Wang Junjie is approved to be the candidate for independent director of the Fifth Board of directors of the company. For details of the announcement on the general election of the board of directors, please refer to the company’s designated information disclosure website, http://www.cn.info.com.cn And the information disclosure media designated by the company, such as China Securities News, Shanghai Securities News and securities times. The independent directors of the company have expressed independent opinions on the qualifications and nomination procedures of independent director candidates of the Fifth Board of directors. For details, see http://www.cn.info.com.cn.
7. The proposal on convening the first extraordinary general meeting of shareholders in 2022 was adopted by 5 votes in favor, 0 against and 0 abstention.
The company is scheduled to hold the first extraordinary general meeting of shareholders in 2022 on May 10, 2022 to review the matters approved by the meeting and the board of supervisors that need to be submitted to the general meeting of shareholders for deliberation.
For details of the notice on convening the first extraordinary general meeting of shareholders in 2022, please refer to cninfo (www.cn. Info. Com. CN.), the company’s designated information disclosure website And the information disclosure media designated by the company, such as China Securities News, Shanghai Securities News and securities times. 3、 Documents for future reference
1. Shandong Longquan Pipeline Engineering Co.Ltd(002671) the resolution of the 30th meeting of the 4th board of directors;
2. Independent opinions of independent directors on relevant matters of the 30th meeting of the Fourth Board of directors.
It is hereby announced.
Shandong Longquan Pipeline Engineering Co.Ltd(002671)
Board of directors
April 18, 2022
