Securities code: Dongguan Aohai Technology Co.Ltd(002993) securities abbreviation: Dongguan Aohai Technology Co.Ltd(002993) Announcement No.: 2022024 Dongguan Aohai Technology Co.Ltd(002993)
Announcement of resolutions of the 13th meeting of the second 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
Dongguan Aohai Technology Co.Ltd(002993) (hereinafter referred to as "the company") the 12th meeting of the second board of directors was held in the company's conference room on April 19, 2022 by means of on-site communication, and the meeting notice was communicated to all directors by telephone on April 8, 2022. There were 7 directors who should attend the meeting, 7 actually attended the meeting, and the company's supervisors and senior managers attended the meeting as nonvoting delegates. The number of attendees, convening, 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 articles of association. The meeting was convened and presided over by Mr. Liu Hao, chairman of the board of directors.
2、 Deliberations of the board meeting
1. The proposal on the full text and summary of the 2021 annual report was deliberated and adopted
The company's annual report summary for 2021 is published in China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN) on the same day, See http://www.cn.info.com.cn for the full text of the 2021 annual report.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
2. Deliberated and adopted the work report of the board of directors in 2021
For details, please refer to the company's publication on cninfo (www.cn. Info. Com. CN.) on the same day Work report of the board of directors of the company in 2021.
Guo Jianlin, Li Zhizhong and Liu Huachang, the independent directors of the company, submitted the report on the work of independent directors in 2021 and will report on their work at the 2021 annual general meeting of shareholders.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
3. Reviewed and approved the work report of the general manager of the company in 2021
For details, please refer to the company's publication on cninfo (www.cn. Info. Com. CN.) on the same day 2021 general manager's work report of the company.
Voting results: 7 in favor, 0 against and 0 abstention.
4. Deliberated and passed the proposal on the financial final accounts report of 2021
For details, please refer to the company's publication on cninfo (www.cn. Info. Com. CN.) on the same day Financial final accounts report of 2021.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
5. The proposal on 2021 profit distribution plan was deliberated and adopted
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN.) published by the company on the same day Announcement on profit distribution plan in 2021.
Voting results: 7 in favor, 0 against and 0 abstention.
Independent directors have expressed their independent opinions on this proposal.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
6. Deliberated and passed the proposal on the self-evaluation report on internal control in 2021
For details, please refer to the company's publication on cninfo (www.cn. Info. Com. CN.) on the same day 2021
Voting results: 7 in favor, 0 against and 0 abstention.
Independent directors have expressed their independent opinions on this proposal.
7. The proposal on the special report on the deposit and use of raised funds in 2021 was reviewed and approved. For details, see the company's publication on China Securities Journal, Shanghai Securities News, Securities Daily, securities times and cninfo.com (www.cn. Info. Com. CN) on the same day Special report on the deposit and use of raised funds in 2021.
Voting results: 7 in favor, 0 against and 0 abstention.
Independent directors have expressed their independent opinions on this proposal.
8. Deliberated and passed the proposal on adjusting directors' remuneration
(1) Chairman and general manager Liu Hao's salary adjustment plan
Voting results: the meeting was deliberated and adopted with 4 affirmative votes, 0 negative votes and 0 abstention votes, of which directors Liu Hao, Liu Lei and Liu Xu avoided voting.
(2) Director and deputy general manager Liu Xu's salary adjustment plan
Voting results: the meeting was deliberated and adopted with 4 affirmative votes, 0 negative votes and 0 abstention votes, of which directors Liu Hao, Liu Lei and Liu Xu avoided voting.
(3) Director and deputy general manager Kuang cuisi salary adjustment plan
Voting results: the meeting was deliberated and adopted with 6 affirmative votes, 0 negative votes and 0 abstention votes, of which director Kuang cuisi avoided voting.
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN.) published by the company on the same day Announcement on adjusting the remuneration of directors and senior managers.
Independent directors have expressed their independent opinions on this proposal.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
9. Deliberated and passed the proposal on adjusting the remuneration of senior managers
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN.) published by the company on the same day Announcement on adjusting the remuneration of directors and senior managers.
Independent directors have expressed their independent opinions on this proposal.
Voting results: 7 in favor, 0 against and 0 abstention.
10. The proposal on the company and its subsidiaries applying for comprehensive credit line and providing guarantee to the bank was deliberated and adopted
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN.) published by the company on the same day Announcement on the company and its subsidiaries applying for comprehensive credit line and providing guarantee to the bank.
Voting results: 4 in favor, 0 against and 0 abstention, of which Liu Hao, Liu Lei and Liu Xu avoided voting.
Independent directors have expressed their independent opinions on this proposal.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
11. Deliberated and passed the proposal on the company's foreign exchange hedging business
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN.) published by the company on the same day Announcement on the company's foreign exchange hedging business.
Voting results: 7 in favor, 0 against and 0 abstention.
Independent directors have expressed their independent opinions on this proposal.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
12. The proposal on Amending the articles of association and handling industrial and commercial registration was deliberated and adopted
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN.) published by the company on the same day Announcement on Amending the articles of association and handling industrial and commercial registration.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
13. Deliberated and passed the proposal on Revising the corporate governance system
For details, please refer to the company's publication on cninfo (www.cn. Info. Com. CN.) on the same day The rules of procedure of the general meeting of shareholders, the rules of procedure of the board of directors, the working system of independent directors, the working rules of the Secretary of the board of directors, the decision-making system for external guarantee, the management system for foreign investment, the decision-making system for connected transactions, the working rules of the general manager, the internal audit system, the system for preventing the occupation of funds by major shareholders and other connected parties, the management measures for raised funds Insider information insider management system, investor relations management system, information disclosure management system, implementation rules of strategy committee, implementation rules of Nomination Committee, implementation rules of remuneration and assessment committee, implementation rules of audit committee and management system of foreign exchange hedging business. Voting results: 7 in favor, 0 against and 0 abstention.
The rules of procedure of the general meeting of shareholders, the rules of procedure of the board of directors, the working system of independent directors, the decision-making system of external guarantee, the management system of external investment, the decision-making system of related party transactions, the system of preventing the occupation of funds by major shareholders and other related parties, the measures for the management of raised funds and the management system of foreign exchange hedging business in this proposal need to be submitted to the 2021 annual general meeting of shareholders for deliberation.
14. Deliberated and passed the proposal on developing cash pool business
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN.) published by the company on the same day Announcement on carrying out cash pool business.
Voting results: 7 in favor, 0 against and 0 abstention.
Independent directors have expressed their independent opinions on this proposal.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
15. Deliberated and adopted the proposal on the report of the first quarter of 2022
The company's report for the first quarter of 2022 is published in China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN) on the same day, See http://www.cn.info.com.cn for the full text of the 2021 annual report.
Voting results: 7 in favor, 0 against and 0 abstention.
16. Deliberated and adopted the proposal on proposing to convene the 2021 annual general meeting of shareholders
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN.) published by the company on the same day Notice on convening the 2021 annual general meeting of shareholders
Voting results: 7 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolution of the 13th meeting of Dongguan Aohai Technology Co.Ltd(002993) the second board of directors;
2. Independent director's independent opinions on matters related to the 13th meeting of the second board of directors;
3. Verification opinions of Sinolink Securities Co.Ltd(600109) on the self-evaluation report on internal control of Dongguan Aohai Technology Co.Ltd(002993) 2021;
4. Opinions on the verification and actual use of funds in the year;
5. Verification opinions of Sinolink Securities Co.Ltd(600109) on Dongguan Aohai Technology Co.Ltd(002993) on adjusting the remuneration of directors and senior managers;
6. Verification opinions of Sinolink Securities Co.Ltd(600109) on Dongguan Aohai Technology Co.Ltd(002993) carrying out foreign exchange hedging business.
It is hereby announced.
Dongguan Aohai Technology Co.Ltd(002993) board of directors April 20, 2022
