Bohai Automotive Systems Co.Ltd(600960)
Announcement of resolutions of the 10th meeting of the 8th board of directors
The board of directors and all 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 The 10th meeting of the 8th board of directors of Bohai Automotive Systems Co.Ltd(600960) (hereinafter referred to as “the company”) was held on April 22, 2022 by sending a notice in writing, fax or e-mail on April 12, 2022. Nine directors were expected to attend the meeting, and the members of the board of supervisors and senior executives of the company attended the meeting. The meeting was held in accordance with the provisions of the company law of the people’s Republic of China and the Bohai Automotive Systems Co.Ltd(600960) articles of association. The meeting considered and adopted the following proposals:
1、 The annual report and summary of the company in 2021 were reviewed and adopted
Voting results: 9 in favor, 0 against and 0 abstention. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
2、 Deliberated and adopted the work report of the board of directors in 2021
Voting results: 9 in favor, 0 against and 0 abstention. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
3、 Reviewed and approved the work report of the general manager of the company in 2021
Voting results: 9 in favor, 0 against and 0 abstention.
4、 Deliberated and adopted the company’s 2021 annual financial statement report
Voting results: 9 in favor, 0 against and 0 abstention. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
5、 The company’s 2021 profit distribution plan was reviewed and approved
According to the audit of zhongxinghua Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the listed company in 2021 was -9010706487 yuan. As of December 31, 2021, the cumulative distributable profit of the company (parent company) was 34666813749 yuan.
The company’s profit distribution plan for 2021 is: no profit distribution and no conversion of capital reserve into share capital.
Voting results: 9 in favor, 0 against and 0 abstention. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
6、 Deliberated and adopted the 2021 annual report of independent directors
Voting results: 9 in favor, 0 against and 0 abstention.
7、 Deliberated and adopted the 2021 performance report of the audit committee of the board of directors
Voting results: 9 in favor, 0 against and 0 abstention.
8、 Reviewed and approved the 2021 annual internal control evaluation report of the company
Voting results: 9 in favor, 0 against and 0 abstention.
9、 Deliberated and adopted the special statement on funds occupied by controlling shareholders and other related parties
Voting results: 9 in favor, 0 against and 0 abstention.
10、 The proposal on hiring financial audit institutions and internal control audit institutions in 2022 was deliberated and adopted
Zhongxinghua Certified Public Accountants (special general partnership) is now the financial and internal control audit institution of the company in 2021. The company plans to renew zhongxinghua Certified Public Accountants (special general partnership) as the financial and internal control audit institution of the company in 2022. The general meeting of shareholders is requested to authorize the board of directors to negotiate with zhongxinghua Certified Public Accountants (special general partnership) to determine the audit remuneration in 2022 according to the audit workload.
For details, please refer to China Securities Journal, Shanghai Securities News, securities daily and the website of Shanghai Stock Exchange（ http://www.sse.com.cn. ）The announcement on renewing the appointment of accounting firms disclosed.
Voting results: 9 in favor, 0 against and 0 abstention. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
11、 The special report on the deposit and use of the company’s raised funds in 2021 was reviewed and approved. For details, see the company’s website on China Securities News, Shanghai Securities News, securities daily and Shanghai Stock Exchange（ http://www.sse.com.cn. ）Special report on the deposit and actual use of raised funds in Bohai Automotive Systems Co.Ltd(600960) 2021 disclosed.
Voting results: 9 in favor, 0 against and 0 abstention.
12、 The company’s report for the first quarter of 2022 was reviewed and approved
Voting results: 9 in favor, 0 against and 0 abstention.
13、 Deliberated and passed the proposal on signing financial service agreement
For details, please refer to China Securities Journal, Shanghai Securities News, securities daily and the website of Shanghai Stock Exchange（ http://www.sse.com.cn. ）Announcement of Bohai Automotive Systems Co.Ltd(600960) on signing financial service agreement and related party transactions disclosed. Xie Wei, Hu Hanjun, Gu Xin, Chen Geng, Lin Fenghua and Gao Yuehua, the affiliated directors, shall withdraw from voting on this proposal and the non affiliated directors shall vote.
Voting results: 3 in favor, 0 against and 0 abstention. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
14、 The proposal on the risk assessment report of BAIC motor finance Co., Ltd. was deliberated and adopted. For details, please refer to the company’s website on China Securities News, Shanghai Securities News, securities daily and Shanghai Stock Exchange（ http://www.sse.com.cn. ）Relevant documents disclosed. Xie Wei, Hu Hanjun, Gu Xin, Chen Geng, Lin Fenghua and Gao Yuehua, the affiliated directors, shall withdraw from voting on this proposal and the non affiliated directors shall vote.
Voting results: 3 in favor, 0 against and 0 abstention.
15、 The proposal on risk disposal plan for financial business between Bohai Automotive Systems Co.Ltd(600960) and BAIC finance company was deliberated and adopted
For details, please refer to China Securities Journal, Shanghai Securities News, securities daily and the website of Shanghai Stock Exchange（ http://www.sse.com.cn. ）Relevant documents disclosed. Xie Wei, Hu Hanjun, Gu Xin, Chen Geng, Lin Fenghua and Gao Yuehua, the affiliated directors, shall withdraw from voting on this proposal and the non affiliated directors shall vote.
Voting results: 3 in favor, 0 against and 0 abstention.
16、 The proposal on daily connected transactions expected to occur in 2022 was deliberated and adopted
For details, please refer to China Securities Journal, Shanghai Securities News, securities daily and the website of Shanghai Stock Exchange（ http://www.sse.com.cn. ）Announcement on the forecast of daily connected transactions in Bohai Automotive Systems Co.Ltd(600960) 2022 disclosed.
Xie Wei, Hu Hanjun, Gu Xin, Chen Geng, Lin Fenghua and Gao Yuehua, the affiliated directors, shall withdraw from voting on this proposal and the non affiliated directors shall vote.
Voting results: 3 in favor, 0 against and 0 abstention. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
17、 The proposal on applying for credit and financing from financial institutions in 2022 was deliberated and adopted
For details, please refer to China Securities Journal, Shanghai Securities News, securities daily and the website of Shanghai Stock Exchange（ http://www.sse.com.cn. ）Announcement of Bohai Automotive Systems Co.Ltd(600960) on applying for credit and financing from financial institutions in 2022 disclosed.
Xie Wei, Hu Hanjun, Gu Xin, Chen Geng, Lin Fenghua and Gao Yuehua, the affiliated directors, shall withdraw from voting on this proposal and the non affiliated directors shall vote.
Voting results: 3 in favor, 0 against and 0 abstention. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
18、 Deliberated and passed the proposal on the provision for credit and asset impairment in 2021
For details, please refer to China Securities Journal, Shanghai Securities News, securities daily and the website of Shanghai Stock Exchange（ http://www.sse.com.cn. ）Announcement on the provision for credit and asset impairment in 2021.
Voting results: 9 in favor, 0 against and 0 abstention.
19、 The proposal on determining the general manager assessment scheme in 2022 and the assessment scheme in 2021 was reviewed and approved
Voting results: 9 in favor, 0 against and 0 abstention.
20、 Deliberated and adopted the proposal on convening the 2021 annual general meeting of shareholders
After the study of the board of directors of the company, it is decided to adopt the combination of on-site voting and online voting in 2022
The 2021 annual general meeting of shareholders of the company will be held on May 27 (Friday). For details, please refer to the company’s website on China Securities News, Shanghai Securities News, securities daily and Shanghai Stock Exchange（ http://www.sse.com.cn. ）Notice of Bohai Automotive Systems Co.Ltd(600960) on convening the 2021 annual general meeting of shareholders disclosed.
Voting results: 9 in favor, 0 against and 0 abstention.
It is hereby announced.
Bohai Automotive Systems Co.Ltd(600960) board of directors
April 23, 2022
