Securities code: 600338 securities abbreviation: Tibet Summit Resources Co.Ltd(600338) Announcement No.: 2022-003 Tibet Summit Resources Co.Ltd(600338)
Announcement on resolutions of the 8th 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. 1、 Convening of board meeting
1. The notice of the eighth (temporary) meeting of the eighth board of directors of Tibet Summit Resources Co.Ltd(600338) (hereinafter referred to as “the company”) was sent by telephone, wechat and e-mail on January 6, 2022, and the meeting was held on January 11, 2022 in combination with remote video. The meeting was presided over by Mr. Huang Jianrong, chairman of the board of directors, and there were 7 directors. Supervisors and senior executives of the company shall attend the meeting as nonvoting delegates by reviewing all documents of the meeting.
2. The convening and convening of this meeting comply with the relevant provisions of the company law and the articles of association, and the resolutions made are legal and effective.
2、 Deliberations of the board meeting
The meeting considered and adopted the following proposals by written open ballot:
（1） After deliberation on the proposal on the company’s plan for non-public development of A-Shares in 2022 (Revised Version), the board of directors agreed that in accordance with the measures for the administration of securities issuance of listed companies, the detailed rules for the implementation of non-public development of shares of listed companies and other relevant laws and regulations, in combination with the actual situation of the company, Adjust the company’s original plan for non-public development of A-Shares in 2021. The original company’s plan for non-public development of A-Shares in 2021 is abolished at the same time and will not be submitted to the general meeting of shareholders for approval.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
Voting results: 7 in favor, 0 against and 0 abstention.
Details of the specific adjustments are disclosed in China Securities Journal, Shanghai Securities News, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN) on the same day (hereinafter referred to as “designated information disclosure media”), the announcement on the revision of the company’s 2022 non-public offering A-Shares plan and related documents (Announcement No.: 2022-005) and the announcement on adjusting the company’s 2022 non-public offering A-Shares plan (Announcement No.: 2022-006). See the company’s 2022 plan for non-public development of A-Shares (Revised Draft) and the independent opinions expressed by independent directors on this matter on the website of Shanghai Stock Exchange.
（2） Proposal on the feasibility analysis report on the use of funds raised by non-public Development Bank A shares in 2022 (Revised Version)
After deliberation, the board of directors agreed to adjust the original feasibility analysis report on the use of funds raised by non-public offering of A-Shares in 2021 in accordance with the measures for the administration of securities issuance of listed companies, detailed rules for the implementation of non-public offering of shares by listed companies and other relevant laws and regulations and in combination with the actual situation of the company. The original company’s feasibility analysis report on the use of funds raised by non-public Development Bank A shares in 2021 will be abolished at the same time and will not be submitted to the general meeting of shareholders for approval.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
Voting results: 7 in favor, 0 against and 0 abstention.
See the feasibility analysis report on the use of funds raised by non-public Development Bank A shares in 2022 (Revised Draft) and the independent opinions expressed by independent directors on this matter on the website of Shanghai Stock Exchange.
（3） Proposal on Amending the articles of Association
After deliberation, the board of directors agreed to amend the articles of association accordingly in accordance with the requirements of relevant regulatory rules and in combination with the actual situation of the company.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
Voting results: 7 in favor, 0 against and 0 abstention.
Please refer to the website of Shanghai stock exchange for the revised comparison table of the articles of association and the full text of the revised articles of association.
（4） Proposal on Amending the rules of procedure of the general meeting of shareholders of the company
After deliberation, the board of directors agreed to revise the rules of procedure of the general meeting of shareholders of the company according to the requirements of relevant regulatory rules and in combination with the actual situation of the company.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
Voting results: 7 in favor, 0 against and 0 abstention.
See the full text of the revised comparison table of the rules of procedure of the general meeting of shareholders and the revised rules of procedure of the general meeting of shareholders of the company on the website of Shanghai Stock Exchange.
（5） Proposal on Amending the rules of procedure of the board of directors of the company
After deliberation, the board of directors agreed to revise the rules of procedure of the board of directors according to the requirements of relevant regulatory rules and in combination with the actual situation of the company.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
Voting results: 7 in favor, 0 against and 0 abstention.
See the full text of the revised comparison table of the rules of procedure of the board of directors and the revised rules of procedure of the board of directors of the company on the website of Shanghai Stock Exchange.
（6） Proposal on Amending the company’s management system for raised funds
After deliberation, the board of directors agreed to revise the company’s raised funds management system according to the requirements of relevant regulatory rules and in combination with the actual situation of the company.
Voting results: 7 in favor, 0 against and 0 abstention.
See the full text of the revised comparison table of the company’s raised funds management system and the revised company’s raised funds management system on the website of Shanghai Stock Exchange.
（7） Proposal on convening the second extraordinary general meeting of shareholders in 2022
The meeting agreed to hold the second extraordinary general meeting of shareholders of the company in 2022 on January 28, 2022 by combining on-site and network (the on-site meeting address is the conference room on the 4th floor, No. 305 Liuying Road, Jing’an District, Shanghai), to consider the matters that have been deliberated and approved by the board of directors and the board of supervisors of the company and need to be submitted to the general meeting for deliberation and approval.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, see the notice on convening the second extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-007) disclosed on the designated information disclosure media on the same day
It is hereby announced.
Tibet Summit Resources Co.Ltd(600338)
Board of directors
January 13, 2022
