Securities code: Xiongan Kerong Environment Technology Co.Ltd(300152) securities abbreviation: Xiongan Kerong Environment Technology Co.Ltd(300152) Announcement No.: 2022011 Xiongan Kerong Environment Technology Co.Ltd(300152)
Announcement on the resolution of the 6th meeting of the 5th 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
The notice of the sixth meeting of the 5th board of directors of Xiongan Kerong Environment Technology Co.Ltd(300152) (hereinafter referred to as “the company or Xiongan Kerong Environment Technology Co.Ltd(300152) “) was sent to all directors of the company by telephone, SMS, e-mail and other means on April 15, 2022. The meeting was held by means of communication on the morning of April 19, 2022. 7 directors should attend the meeting and 7 actually attended the meeting. The convening, convening and voting procedures of this meeting comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberations of the board meeting
(I) deliberated and adopted the proposal on the work report of the board of directors in 2021
In 2021, the board of directors of the company strictly abided by the company law, the securities law of the people’s Republic of China and other laws and regulations, fully performed the responsibilities entrusted by the articles of association, earnestly implemented the resolutions of the general meeting of shareholders, standardized operation and scientific decision-making. All directors are honest, self disciplined, conscientious, diligent and conscientious, and have successfully completed various tasks.
The independent directors of the company submitted the report on the work of independent directors in 2021 to the board of directors of the company and will report on their work at the 2021 annual general meeting of shareholders of the company.
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Annual report 2021 disclosed.
The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(II) deliberated and passed the proposal on the work report of the general manager in 2021
The voting result was: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Disclosed financial final accounts report of 2021.
The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(IV) deliberated and passed the proposal on annual report and summary of annual report in 2021
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Disclosed annual report of 2021 and summary of annual report of 2021.
The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(V) deliberated and passed the proposal on no profit distribution in 2021
In view of the negative profit available for distribution of the company, no profit distribution is proposed in this year. No profit distribution in this year complies with the provisions of relevant laws and regulations and the articles of association.
For details, please refer to the company’s website on the same day (www.cn.info.com.cn.) Special instructions on no profit distribution in 2021 disclosed.
The independent directors expressed their independent opinions.
The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(VI) deliberated and passed the proposal on self-evaluation report of internal control in 2021
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Self evaluation report on internal control in 2021 disclosed.
The independent directors expressed their independent opinions.
The voting result was: 7 in favor, 0 against and 0 abstention.
(VII) deliberated and passed the proposal on the remuneration of directors of the company
In 2022, the remuneration of the company’s directors will not be significantly adjusted temporarily, but will still be carried out in accordance with the existing performance appraisal, incentive and restraint mechanism. The company plans to pay an allowance of 100000 yuan / year to independent directors, and no additional remuneration will be paid; Internal directors who hold positions in the company shall be paid according to their positions in the company and labor contracts, and no additional allowance shall be paid. The directors’ attendance at the company’s meetings and other reasonable expenses shall be reimbursed by the company.
The matter has been deliberated by the nomination, remuneration and assessment committee of the company, and the independent directors of the company have expressed their agreed independent opinions on the matter.
The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(VIII) deliberated and passed the proposal on the remuneration of senior managers of the company
In 2022, the remuneration of senior managers of the company will not be significantly adjusted temporarily, but will still be carried out in accordance with the existing performance appraisal, incentive and restraint mechanism. The matter has been deliberated by the nomination, remuneration and assessment committee of the company, and the independent directors of the company have expressed their agreed independent opinions on the matter.
The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(IX) deliberated and passed the proposal on the provision for asset impairment in 2021
In accordance with the relevant provisions of the accounting standards for business enterprises, in order to objectively, truly and accurately reflect the company’s financial situation and operating results, and in line with the principle of prudent accounting, the company (including its holding subsidiaries) made a comprehensive inventory and asset impairment test of assets with possible signs of impairment from January to December 2021, and accrued a total of 2065203 million yuan of impairment losses of various assets in 2021.
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day The announcement on the provision for impairment of assets in 2021 disclosed.
The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(x) the proposal on renewing the appointment of China Securities Tiantong Certified Public Accountants (special general partnership) was deliberated and adopted
It is agreed to renew the appointment of China Securities Tiantong Certified Public Accountants (special general partnership) as the audit institution of the company in 2022 for one year.
Independent directors have expressed their prior approval opinions and agreed independent opinions on this proposal.
The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
（11） The proposal on applying for comprehensive credit line and providing guarantee by the company and its subsidiaries in 2022 was reviewed and approved
The company and its subsidiaries intend to apply for a comprehensive credit line of no more than RMB 1 billion (or equivalent foreign currency) from banks and other financial institutions, and a single bank applies for a credit line of no more than RMB 500 million (or equivalent foreign currency); Under the above credit line, the company and its subsidiaries intend to provide a total guarantee line of no more than RMB 39.92 million for the subsidiaries, and the subsidiaries intend to provide a total guarantee line of no more than RMB 50 million for the company. The credit extension of a single bank exceeding the above line and the credit extension exceeding the total amount of the above-mentioned credit shall be subject to the approval procedure again according to the amount involved. Finally, the credit line actually approved by each bank shall prevail, and the specific financing amount will be determined according to the actual operation needs of the company. The validity period of the above guarantee line is from the date when the proposal is approved by the company’s annual general meeting in 2021 to May 31, 2023. The voting result was: 7 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（12） The proposal on the occupation of funds by related parties of the company was deliberated and adopted
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Special instructions and independent opinions on the occupation of related funds of the company disclosed.
The independent directors expressed their independent opinions.
The voting result was: 7 in favor, 0 against and 0 abstention.
（13） Deliberated and adopted the proposal on adding members of the 5th board of directors
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Announcement on adding members of the 5th board of directors disclosed.
The independent directors expressed their independent opinions.
The voting result was: 7 in favor, 0 against and 0 abstention.
（14） Deliberated and adopted the special note of the board of directors on the non-standard audit opinions on the 2021 financial report issued by the accounting firm
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Special notes on qualified opinion audit report disclosed.
The independent directors expressed their independent opinions.
The voting result was: 7 in favor, 0 against and 0 abstention.
（15） The proposal on the full text of the first quarter report of 2022 was deliberated and adopted
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Full text of the first quarter report of 2022 disclosed.
The voting result was: 7 in favor, 0 against and 0 abstention.
（16） Deliberated and adopted the proposal on convening the 2021 annual general meeting of shareholders
The company held the 2021 annual general meeting of shareholders on May 12, 2022. For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Notice on convening the 2021 annual general meeting of shareholders (Announcement No.: 2022021) disclosed on the.
The voting result was: 7 in favor, 0 against and 0 abstention. The proposal was passed.
3、 Documents for future reference
1. Resolution of the 6th meeting of the 5th board of directors.
It is hereby announced
Xiongan Kerong Environment Technology Co.Ltd(300152) board of directors
April 19, 2002
