Securities code: 002505 securities abbreviation: Pengdu Agriculture & Animal Husbandry Co.Ltd(002505) Announcement No.: 2022-003 Pengdu Agriculture & Animal Husbandry Co.Ltd(002505)
Announcement on resolutions of the 19th meeting of the 7th 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、 Convening of board meeting
The 19th meeting of the seventh board of directors of Pengdu Agriculture & Animal Husbandry Co.Ltd(002505) (hereinafter referred to as “the company”) was notified to all directors by telephone, written and e-mail on January 9, 2022, and was held by communication in the conference room of the company, building 25, Lane 2188, Hongqiao Road, Changning District, Shanghai on the afternoon of January 10, 2022. The meeting was presided over by Mr. Dong Yizhe, chairman of the company. There were 7 directors who should be present and 7 actual directors. Some supervisors and senior managers attended the meeting as nonvoting delegates. The number of attendees, convening procedures and discussion contents of this meeting comply with the relevant provisions of the company law of the people’s Republic of China and the Pengdu Agriculture & Animal Husbandry Co.Ltd(002505) articles of association.
2、 Deliberations of the board meeting
After careful deliberation, full discussion and item by item voting by the directors present, the following proposals were considered and adopted at the meeting: 1. The proposal on signing the entrusted management agreement and related party transactions was considered and adopted by 5 votes for, 0 against and 0 abstention, and the related directors Mr. Dong Yizhe and Mr. Yan Dongming avoided voting. In order to eliminate the risk of horizontal competition, the board of directors agreed that the company signed the entrusted management agreement with Shanghai Pengxin agricultural investment (Group) Co., Ltd. (hereinafter referred to as “Pengxin agriculture”), and Pengxin agriculture will transfer its wholly-owned Tengchong pengteng Agricultural Development Co., Ltd., Yun County Pengyun animal husbandry Co., Ltd., Geng Mahong Fuxin animal husbandry Co., Ltd The beef cattle business of Kunming yongmu Agricultural Development Co., Ltd., Baoshan Longyang Pengsheng Agricultural Development Co., Ltd., Ludian PENGYUAN Agricultural Development Co., Ltd. and Gengma pengming animal husbandry Co., Ltd. (hereinafter referred to as the “target company”) will be entrusted to the company for custody, and the company will exercise its operation and management rights other than the right of asset return and disposal, The custody fee is RMB 13 million / year. If the subject company of custody realizes profit, the company will obtain 20% of its net profit after deduction as profit sharing. The term of this custody is one year.
Independent directors have expressed their prior approval opinions and agreed independent opinions on this proposal.
For details, please refer to China Securities Journal, Shanghai Securities News, securities times, securities daily and cninfo.com (www.cn. Info. Com. CN.) published by the company on January 11, 2022 Announcement on signing the entrusted management agreement and related party transactions (Announcement No.: 2022-004).
3、 Documents for future reference
1. Resolution of the 19th meeting of the 7th board of directors.
It is hereby announced.
Pengdu Agriculture & Animal Husbandry Co.Ltd(002505) board of directors January 11, 2022