Stock Code: 002724 stock abbreviation: Ocean'S King Lighting Science & Technology Co.Ltd(002724) Announcement No.: 2022-001 Ocean'S King Lighting Science & Technology Co.Ltd(002724)
Announcement on resolutions of the first extraordinary meeting of the Fifth Board of directors in 2022
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.
Ocean'S King Lighting Science & Technology Co.Ltd(002724) (hereinafter referred to as "the company") the first extraordinary meeting of the Fifth Board of directors in 2022 was held by means of communication voting on January 10, 2022. The written notice of the meeting was sent to all directors on August, 2021 and by telephone. 11 directors should be present at this meeting, and 11 actually present.
This meeting is presided over by Mr. Zhou Mingjie. The convening, convening and voting procedures of the meeting comply with the provisions of relevant laws, regulations, rules, normative documents and the articles of association. This meeting adopts the method of mailing proposal and communication voting. Through voting, the board of directors has formed the following resolutions:
1、 The proposal on investment in the establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Public Lighting Technology Co., Ltd. was deliberated and adopted
5 in favor, 0 in abstention, 0 against and 6 in avoidance.
Yang Zhijie, Chen Yan, Li Funing, Lin Hongyu, Cheng Lin and Wang Chun, the directors of the company, were the affiliated directors of the holding subsidiary established by the foreign investment and avoided voting.
For details of the announcement on investment in the establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) public consumer Lighting Technology Co., Ltd., see the company's designated information disclosure media, securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com (www.cn. Info. Com. CN).
The independent directors gave their prior approval opinions and agreed independent opinions on the company's proposal on investing in the establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Public Lighting Technology Co., Ltd. for details, see cninfo (www.cn. Info. Com. CN), the designated website for information disclosure of the company.
This foreign investment does not constitute a major asset reorganization of a listed company as stipulated in the measures for the administration of major asset reorganization of listed companies. According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and the articles of association, the investment behavior belongs to related party transactions.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
2、 The proposal on investment in the establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) metallurgical Lighting Technology Co., Ltd. was deliberated and adopted
6 in favor, 0 abstention, 0 against and 5 avoidance.
Yang Zhijie, Chen Yan, Lin Hongyu, Cheng Lin and Wang Chun, the directors of the company, were the affiliated directors of the holding subsidiary established by the foreign investment and avoided voting.
For details of the announcement on investment in the establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) metallurgical Lighting Technology Co., Ltd., see the company's designated information disclosure media, securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com (www.cn. Info. Com. CN).
The independent directors have expressed their prior approval opinions and agreed independent opinions on the company's proposal on investment in the establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) metallurgical Lighting Technology Co., Ltd. for details, see cninfo (www.cn. Info. Com. CN), the designated website of the company's information disclosure.
This foreign investment does not constitute a major asset reorganization of a listed company as stipulated in the measures for the administration of major asset reorganization of listed companies. According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and the articles of association, the investment behavior belongs to related party transactions.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
3、 The proposal on investment in the establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Petrochemical Lighting Technology Co., Ltd. was deliberated and adopted
6 in favor, 0 abstention, 0 against and 5 avoidance.
Yang Zhijie, Chen Yan, Lin Hongyu, Cheng Lin and Wang Chun, the directors of the company, were the affiliated directors of the holding subsidiary established by the foreign investment and avoided voting.
For details of the announcement on investment and establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Petrochemical Lighting Technology Co., Ltd., see securities times, China Securities Journal, Shanghai Securities News, securities daily and http://www.cn.info.com.cn.
The independent directors gave their independent opinions of prior approval and consent to the company's proposal on investment in the establishment of a holding subsidiary and related party transactions of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Petrochemical Lighting Technology Co., Ltd. for details, see cninfo (www.cn. Info. Com. CN), the designated website for information disclosure of the company.
This foreign investment does not constitute a major asset reorganization of a listed company as stipulated in the measures for the administration of major asset reorganization of listed companies. According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and the articles of association, the investment behavior belongs to related party transactions.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
4、 The proposal on providing guarantee for Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Lighting Engineering Co., Ltd. to apply for comprehensive credit from the bank was deliberated and adopted
11 in favor, 0 abstention and 0 against.
Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Lighting Engineering Co., Ltd. is a wholly-owned subsidiary of the company. In order to meet the capital needs of business development of Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Lighting Engineering Co., Ltd., the company agrees to continue to provide joint and several liability guarantee for the comprehensive credit line of RMB 100 million applied by Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Lighting Engineering Co., Ltd. to the bank. The validity period of the credit is 2 years, and the actual guarantee limit and term shall be subject to the guarantee contract actually issued to the bank. The announcement on providing guarantee for Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Lighting Engineering Co., Ltd. to apply for comprehensive credit from the bank is detailed in the information disclosure media designated by the company, such as securities times, China Securities News, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN). The independent directors and the board of supervisors of the company respectively expressed their opinions on the proposal on providing guarantee for Shenzhen Ocean'S King Lighting Science & Technology Co.Ltd(002724) Lighting Engineering Co., Ltd. to apply for comprehensive credit from the bank. For details, please refer to the designated website of the company's information disclosure, http://www.cn.info.com.cn. This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
5、 The proposal on the appointment of vice president of the company was deliberated and adopted
11 in favor, 0 abstention and 0 against.
According to the development needs of the company, upon the nomination of the president and the review of the nomination committee of the board of directors, the board of directors appointed Mr. Li Wenbing, Mr. Qiu Liangjie and Mr. Cheng Lin as the vice presidents of the company. The term of office starts from the date of deliberation and approval of the board of directors to the date of expiration of the current board of directors.
For details of the announcement on the appointment of the company's vice president, please refer to the information disclosure media designated by the company, such as securities times, China Securities News, Shanghai Securities News, securities daily and http://www.cn.info.com.cn. The independent directors of the company have expressed their independent opinions on the proposal on the appointment of vice president of the company. For details, please refer to cninfo (www.cn. Info. Com. CN), the designated website for information disclosure of the company.
6、 The proposal on convening the first extraordinary general meeting of shareholders in 2022 was considered and adopted
11 in favor, 0 abstention and 0 against.
It is agreed that the company will hold the first extraordinary general meeting of shareholders in 2022 on January 26, 2022. For details of the notice on convening the first extraordinary general meeting in 2022, please refer to securities times, China Securities Journal, Shanghai Securities News, securities daily and http://www.cn.info.com.cn. Documents for future reference: 1 Resolution of the 2022 first extraordinary meeting of the Ocean'S King Lighting Science & Technology Co.Ltd(002724) Fifth Board of directors 2 Other documents required by Shenzhen Stock Exchange
It is hereby announced!
Ocean'S King Lighting Science & Technology Co.Ltd(002724) board of directors January 11, 2022
