Securities code: Xinjiang Beiken Energy Engineering Co.Ltd(002828) securities abbreviation: Xinjiang Beiken Energy Engineering Co.Ltd(002828) Announcement No.: 2022018 Xinjiang Beiken Energy Engineering Co.Ltd(002828)
Announcement of resolutions of the 21st Meeting of the 4th 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
Xinjiang Beiken Energy Engineering Co.Ltd(002828) (hereinafter referred to as “the company”) the 21st Meeting of the 4th board of directors was held at 10:30 a.m. on April 21 in the conference room on the second floor of the company. The meeting was notified to all directors by fax, e-mail and official text on April 8, 2021.
There were 8 directors who should attend the meeting and 8 actually attended the meeting. All supervisors and senior managers of the company attended the meeting as nonvoting delegates. The meeting was presided over by Mr. Chen Pinggui, chairman of the company. The convening and convening procedures of the meeting comply with the relevant provisions of the company law and the articles of association.
2、 Deliberations of the board meeting
The following resolutions were reached at the meeting by on-site voting:
1. The proposal on the 2021 general manager’s work report of the company was deliberated and adopted.
See details published in Shanghai Securities News, securities times and cninfo.com（ http://www.cn.info.com.cn. ）2021 annual general manager’s work report of the company on.
There were 8 votes in favor of the proposal, 0 against and 0 abstention.
2. The proposal on the work report of the board of directors in 2021 was considered and adopted.
See details disclosed by the company on cninfo.com（ http://www.cn.info.com.cn. ）Work report of the board of directors in 2021.
Mr. Yang Qingli, Mr. LV Fusu and Ms. Liu Chunxiu, the independent directors of the company, respectively submitted the report on the work of independent directors in 2021 to the board of directors, and will report on their work at the 2021 annual general meeting of shareholders of the company
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
There were 8 votes in favor of the proposal, 0 against and 0 abstention.
3. The proposal on the company’s 2021 annual report and its summary was deliberated and adopted.
For details of the company’s 2021 annual report summary, please refer to the company’s designated information disclosure media securities times, Shanghai Securities News and cninfo.com（ http://www.cn.info.com.cn. ）。 See cninfo.com for details of the company’s 2021 annual report（ http://www.cn.info.com.cn. ）。
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
There were 8 votes in favor of the proposal, 0 against and 0 abstention.
4. The proposal on the company’s profit distribution plan for 2021 was reviewed and approved.
Based on the total share capital of 200987600 shares as of December 31, 2021, the company plans to distribute cash dividends of RMB 0.6 (including tax) to all shareholders for every 10 shares, with a total cash dividend of RMB 120593 million to shareholders. The company will not convert capital reserve into share capital and bonus shares in the current period. Meanwhile, the general meeting of shareholders is requested to authorize the board of directors to implement matters related to equity distribution.
See securities times, Shanghai Securities News and cninfo.com for details（ http://www.cn.info.com.cn. ）Announcement on the company’s profit distribution plan for 2021 disclosed on the. The independent directors of the company expressed their independent opinions on this matter.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
There were 8 votes in favor of the proposal, 0 against and 0 abstention.
5. The proposal on the self evaluation report on internal control of the company in 2021 was deliberated and adopted. According to the requirements of relevant laws, regulations and company rules and regulations, such as the company law, the securities law, the guidelines for the governance of listed companies, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the company has conducted a comprehensive inspection on the internal control. On the basis of consulting various management systems of the company and understanding the work done by relevant units and departments of the company in terms of internal control, Evaluated the effectiveness of the company’s internal control on December 31, 2021 (the benchmark date of the internal control evaluation report), and prepared the company’s 2021 annual internal control self evaluation report. The independent directors expressed their independent opinions on this.
See the company’s website at cninfo.com for details（ http://www.cn.info.com.cn. ）Self evaluation report on internal control of the company in 2021 disclosed on the.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
There were 8 votes in favor of the proposal, 0 against and 0 abstention.
6. The proposal on renewing the appointment of financial audit institutions in 2022 was deliberated and adopted.
In order to maintain the continuity of the company’s audit work and objectively and fairly reflect the company’s financial situation, it is proposed to continue to employ notary Tianye Certified Public Accountants (special general partnership) as the company’s audit institution in 2022 for one year, calculated from the date of adoption of the resolution of the 2021 annual general meeting of shareholders.
Independent directors have expressed their prior approval opinions and agreed independent opinions on the above matters. See securities times, Shanghai Securities News and cninfo.com for specific announcements（ http://www.cn.info.com.cn. ）Announcement on re employment of financial audit institutions in 2022.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
There were 8 votes in favor of the proposal, 0 against and 0 abstention.
7. The proposal on the company’s application for comprehensive credit and financing line from financial institutions in 2022 was deliberated and adopted.
In order to meet the working capital needs of the company’s normal operation and ensure the normal development of financing business in the company’s business activities, the company plans to apply for a credit line of no more than RMB 1.52 billion from various financial institutions in 2022 (the credit line actually approved by various financial institutions shall prevail). Comprehensive credit varieties include but are not limited to: short-term working capital loan, long-term loan, special loan for fixed assets, bank acceptance bill, Bill pool, commercial acceptance bill discount, China letter of credit, non financing letter of guarantee, internal guarantee direct loan business, China factoring business, etc.
The above credit line is not equal to the actual financing amount of the company. The actual financing amount should be within the credit line and subject to the actual financing amount of each financial institution and the company. The specific financing amount will be reasonably determined according to the actual demand of the company’s working capital.
Within the credit term, the credit line can be recycled. The loan term, interest rate and type shall be subject to the loan contract signed. At the same time, the chairman of the company is authorized to sign relevant documents, and the management of the company uses the above credit line according to the operation and capital demand.
See details published in Shanghai Securities News, securities times and cninfo.com（ http://www.cn.info.com.cn. ）Announcement on the company’s application for comprehensive credit and financing line from financial institutions in 2022.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
There were 8 votes in favor of the proposal, 0 against and 0 abstention.
8. The proposal on using self owned funds for cash management was deliberated and adopted.
The company and its wholly-owned subsidiaries intend to use idle self owned funds of no more than 200 million yuan to invest in safe and liquid bank time deposits, structured deposits, principal guaranteed income certificates and treasury bond reverse repurchase products sold by financial institutions with legal business qualifications for cash management.
See details published in Shanghai Securities News, securities times and cninfo.com（ http://www.cn.info.com.cn. ）Announcement on using self owned funds for cash management. There were 8 votes in favor of the proposal, 0 against and 0 abstention.
9. The proposal on convening the 2021 annual general meeting of shareholders of the company was deliberated and adopted.
The company is scheduled to hold the Xinjiang Beiken Energy Engineering Co.Ltd(002828) 2021 annual general meeting of shareholders in the conference room on the second floor at 11:00 on May 13, 2022.
See details published in securities times, Shanghai Securities News and cninfo.com（ http://www.cn.info.com.cn. ）Notice on convening the 2021 annual general meeting of shareholders of the company. There were 8 votes in favor of the proposal, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolutions of the 21st Meeting of the 4th board of directors;
2. Prior approval and independent opinions of independent directors on matters related to the 21st Meeting of the Fourth Board of directors.
Xinjiang Beiken Energy Engineering Co.Ltd(002828) board of directors
April 21, 2022
