Securities code: Shanxi Huayang New Materialco.Ltd(600281) stock abbreviation: Shanxi Huayang New Materialco.Ltd(600281) No.: pro 2022010 Shanxi Huayang New Materialco.Ltd(600281)
Announcement on the resolution of the third meeting of the seventh board of directors in 2022
The board of directors and all members of the board of 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.
Shanxi Huayang New Materialco.Ltd(600281) (hereinafter referred to as “the company”) the third meeting of the seventh board of directors in 2022 was held in the conference room on the 25th floor of Taihua building (adjusted according to the epidemic situation) on April 18, 2022 in a combination of on-site and communication. The notice of this meeting will be sent in writing or by communication on April 7, 2022. There were 9 directors who should participate in the meeting and 9 directors who actually participated in the meeting. The company’s senior managers attended the meeting and the company’s supervisors attended the meeting as nonvoting delegates. The meeting was presided over by Mr. Feng Zhiwu, chairman of the board. The meeting was held in accordance with the company law, the articles of association and other relevant provisions. The board of directors considered and adopted the following proposals. 1、 Work report of the board of directors in 2021
See the website of Shanghai stock exchange for the full text（ http://www.sse.com.cn./ ）。
It needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
2、 2021 general manager’s work report
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
3、 2021 annual report and summary
See the website of Shanghai stock exchange for the full text（ http://www.sse.com.cn./ ）。
It needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
4、 Report on the work of independent directors in 2021
See the website of Shanghai stock exchange for the full text（ http://www.sse.com.cn./ ）。
It needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
5、 Proposal on the company’s financial final accounts in 2021 and financial budget in 2022
See the website of Shanghai stock exchange for details of the company’s financial final accounts in 2021 and financial budget in 2022（ http://www.sse.com.cn./ ）。
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
6、 Proposal on profit distribution of the company in 2021
According to the audit report issued by ZTE caiguanghua Certified Public Accountants (special general partnership), the parent company realized a net profit of -351991 million yuan in 2021, plus an undistributed profit of -6127877 million yuan at the beginning of the year. As of December 31, 2021, the cumulative distributable profit of the parent company was -6479868 million yuan; The company’s consolidated financial statements realized a net profit attributable to the owner of the parent company of -447252 million yuan in 2021, plus the undistributed profit at the beginning of the year of -6205405 million yuan. As of December 31, 2021, the profit available for distribution in the consolidated financial statements was –
-665265700 yuan.
In accordance with the relevant provisions of the company law of the people’s Republic of China and the articles of association, and in combination with the company’s current production and operation and financial situation, it is proposed that there will be no profit distribution or capital reserve converted into share capital in 2021.
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
7、 Performance report of the audit committee in 2021
See the website of Shanghai stock exchange for the full text（ http://www.sse.com.cn./ ）。
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
8、 Internal control evaluation report in 2021
See the website of Shanghai stock exchange for the full text（ http://www.sse.com.cn./ ）。
Voting result: 9 affirmative votes; No negative votes; There were no abstentions.
9、 Internal control audit report in 2021
See the website of Shanghai stock exchange for the full text（ http://www.sse.com.cn./ ）。
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
10、 Proposal on 2022 comprehensive plan
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
11、 Proposal on the provision for impairment of large assets
The specific contents of the provision for asset impairment in the reporting period are detailed in China Securities Journal, Shanghai Securities News and the website of Shanghai Stock Exchange on April 20, 2022（ http://www.sse.com.cn./ ）Announcement No. 2022012 disclosed.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
12、 Proposal on the implementation of daily connected transactions in 2021 and the expected daily connected transactions in 2022
See China Securities Journal, Shanghai Securities News and the website of Shanghai Stock Exchange on April 20, 2022 for the specific contents of this proposal（ http://www.sse.com.cn./ ）Lin Announcement No. 2022013 disclosed
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Related directors Feng Zhiwu, Wu Yuehua, Li Yunfeng, Jing Hongsheng, Luo Weijun and Wu Jianning avoided voting.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
13、 Proposal on employing the company’s financial audit institution and internal control audit institution in 2022
After prior review by the company’s financial audit committee, the company plans to continue to employ ZTE caiguanghua Certified Public Accountants (special general partnership) as the company’s financial report audit institution and internal control audit institution in 2022.
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
14、 Proposal on the company’s outstanding losses exceeding one third of the total paid in share capital
See China Securities Journal, Shanghai Securities News and the website of Shanghai Stock Exchange on April 20, 2022 for the specific contents of this proposal（ http://www.sse.com.cn./ ）Disclosure of Pro 2022014 announcement. This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 votes; No negative vote; There were no abstentions.
15、 Proposal on the amount of guarantee expected to be provided for subsidiaries in 2022
See China Securities Journal, Shanghai Securities News and the website of Shanghai Stock Exchange on April 20, 2022 for the specific contents of this proposal（ http://www.sse.com.cn./ ）Announcement No. 2022015 disclosed.
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 votes; No negative vote; There were no abstentions.
16、 Proposal on Amending the articles of Association
See China Securities Journal, Shanghai Securities News and the website of Shanghai Stock Exchange on April 20, 2022 for the specific revised contents and full text of the articles of association（ http://www.sse.com.cn./ ）Announcement No. 2022016 disclosed.
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 votes; No negative vote; There were no abstentions.
17、 Proposal on Amending the rules of procedure of the company’s general meeting of shareholders
See details on the website of Shanghai Stock Exchange on the same day（ http://www.sse.com.cn./ ）The full text of the rules of procedure of the general meeting of shareholders of the company disclosed.
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 votes; No negative vote; There were no abstentions.
18、 Proposal on Amending the rules of procedure of the board of directors of the company
See details on the website of Shanghai Stock Exchange on the same day（ http://www.sse.com.cn./ ）The full text of the rules of procedure of the board of directors disclosed.
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 votes; No negative vote; There were no abstentions.
19、 Proposal on Amending the implementation rules of the financial audit committee of the board of directors of the company
See details on the website of Shanghai Stock Exchange on the same day（ http://www.sse.com.cn./ ）The full text of the detailed rules for the implementation of the financial audit committee of the board of directors disclosed.
Voting result: 9 votes; No negative vote; There were no abstentions.
20、 Proposal on Revising the working system of independent directors of the company
See details on the website of Shanghai Stock Exchange on the same day（ http://www.sse.com.cn./ ）The full text of the working system of independent directors of the company disclosed.
This proposal still needs to be deliberated and approved by the general meeting of shareholders.
Voting result: 9 votes; No negative vote; There were no abstentions.
21、 Proposal on Amending the management system for the holding and trading of shares of the company by directors, supervisors and senior managers of the company
See details on the website of Shanghai Stock Exchange on the same day（ http://www.sse.com.cn./ ）The full text of the management system of the company’s directors, supervisors and senior managers holding and trading the company’s shares disclosed.
Voting result: 9 votes; No negative vote; There were no abstentions.
22、 Proposal on Revising the working system of the Secretary of the board of directors of the company
See details on the website of Shanghai Stock Exchange on the same day（ http://www.sse.com.cn./ ）The full text of the working system of the Secretary of the board of directors of the company disclosed.
Voting result: 9 votes; No negative vote; There were no abstentions.
23、 Proposal on Revising the company’s information disclosure management system
See details on the website of Shanghai Stock Exchange on the same day（ http://www.sse.com.cn./ ）The full text of the company’s information disclosure management system disclosed.
Voting result: 9 votes; No negative vote; There were no abstentions.
24、 Proposal on adjusting the institutional setting
Voting result: 9 votes; No negative vote; There were no abstentions.
25、 Proposal on convening the 2021 annual general meeting of shareholders
The company is scheduled to hold the 2021 annual general meeting of shareholders on May 12, 2021. For details, please refer to China Securities Journal, Shanghai Securities News and the website of Shanghai Stock Exchange on April 20, 2022（ http://www.sse.com.cn./ ）Announcement No. 2022017 disclosed.
Voting result: 9 votes; No negative vote; There were no abstentions.
It is hereby announced
Shanxi Huayang New Materialco.Ltd(600281) board of directors April 20, 2022
