Securities code: 300862 securities abbreviation: Anhui Landun Photoelectron Co.Ltd(300862) Announcement No.: 2022-001 Anhui Landun Photoelectron Co.Ltd(300862)
Announcement on resolutions of the 16th 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、 Convening of board meeting
The 16th meeting of the 5th board of directors of Anhui Landun Photoelectron Co.Ltd(300862) (hereinafter referred to as "the company") was held at 9 a.m. on January 12, 2022 in the form of on-site combined communication. The on-site meeting was held in the company's conference room and the communication meeting was held simultaneously. The notice of the meeting will be delivered orally and by telephone on December 31, 2021. The company had 7 directors who should attend the meeting and 7 directors who actually attended the meeting. The company's supervisors and senior managers attended the meeting as nonvoting delegates. The meeting was presided over by the chairman, Mr. Yuan Yonggang. The convening and convening procedures of this meeting comply with the provisions of relevant laws and regulations and the articles of association.
2、 Deliberations of the board meeting
After voting, the directors attending the meeting considered and adopted the following matters:
(I) deliberated and adopted the proposal on general election of the board of directors and nomination of candidates for non independent directors of the sixth board of directors
Since the term of office of the Fifth Board of directors of the company is about to expire, the board of directors of the company nominated Mr. Yuan Yonggang, Mr. Wang Jianqiang, Mr. Xia Maoqing, Mr. Wang Jianqiang, Mr. Wang Jianqiang, Mr. Wang Jianqiang, Mr. Wang Jianqiang, Mr. Xia Maoqing, Mr. Wang Yonggang, Mr. Wang Yonggang, Mr. Wang Jianqiang, Mr. Xia Maoqing, Mr. Wang Jianqiang, Mr. Wang Jianqiang, Mr. Wang Maoqing, Mr. Wang Jianqiang Mr. Wang Yingjian is a non independent director candidate of the sixth board of directors of the company. The term of office of non independent directors of the sixth board of directors of the company shall be three years from the date of deliberation and approval by the general meeting of shareholders of the company. According to relevant regulations, in order to ensure the normal work of the board of directors, before the deliberation of the general meeting of shareholders is completed, the directors of the 5th board of directors of the company continue to perform their duties and duties of diligence in accordance with laws, administrative regulations and the articles of association.
The nomination committee of the board of directors has verified the qualifications of the above candidates and confirmed that the above candidates are qualified to serve as directors of listed companies and meet the employment conditions specified in the company law and the articles of association. Among the candidates for directors of the sixth board of directors of the company, the total number of directors concurrently serving as senior managers of the company does not exceed half of the total number of directors of the company.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on the general election of the board of directors.
The proposal is divided into four sub proposals. The directors present at the meeting voted on the above candidates one by one. The voting results are as follows:
1.01 proposal on nominating Mr. Yuan Yonggang as a candidate for non independent director of the sixth board of directors
Voting results: 7 in favor, 0 against and 0 abstention.
1.02 proposal on nominating Mr. Wang Jianqiang as a candidate for non independent director of the sixth board of directors
Voting results: 7 in favor, 0 against and 0 abstention.
1.03 proposal on nominating Mr. Xia Maoqing as a candidate for non independent director of the sixth board of directors
Voting results: 7 in favor, 0 against and 0 abstention.
1.04 proposal on nominating Mr. Wang Yingjian as a candidate for non independent director of the sixth board of directors
Voting results: 7 in favor, 0 against and 0 abstention.
The independent directors expressed their independent opinions.
This proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
(II) deliberated and adopted the proposal on the general election of the board of directors and the nomination of independent director candidates for the sixth board of directors
Since the term of office of the Fifth Board of directors of the company is about to expire, the board of directors of the company nominated Ms. Zhou Yana, Ms. LV Hong, Ms. Zhou Yana, Ms. LU Hong, Ms. Zhou Yana, Ms. Zhou Yana, Ms. LU Hong, Ms. Zhou Yana, Ms. Zhou Yana, Ms. LU Hong, Ms. Zhou Yana, Ms. Zhou Yana, Ms. LU Hong, Ms. Zhou Yana, Ms. Zhou Yana, Ms. LU Hong Mr. Cao Chunlei is an independent director candidate of the sixth board of directors of the company. The term of office of the independent directors of the sixth board of directors of the company shall be three years from the date of deliberation and approval by the general meeting of shareholders of the company. According to relevant regulations, in order to ensure the normal work of the board of directors, before the deliberation of the general meeting of shareholders is completed, the directors of the 5th board of directors of the company continue to perform their duties and duties of diligence in accordance with laws, administrative regulations and the articles of association. The nomination committee of the board of directors has verified the qualifications of the above candidates and confirmed that the above candidates have obtained the qualification certificate of independent directors and have the independence required by the guiding opinions on the establishment of independent director system in listed companies of CSRC; The qualification and independence of independent director candidates shall be filed and reviewed by Shenzhen Stock Exchange before they can be submitted to the general meeting of shareholders of the company for deliberation.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on the general election of the board of directors.
The proposal is divided into three sub proposals. The directors present at the meeting vote on the above candidates one by one. The voting results are as follows:
2.01 proposal on nominating Ms. Zhou Yana as an independent director candidate of the sixth board of directors
Voting results: 7 in favor, 0 against and 0 abstention.
2.02 voting results of the proposal on nominating Ms. LV Hong as an independent director candidate of the sixth board of directors: 7 in favor, 0 against and 0 abstention.
2.03 proposal on nominating Mr. Cao Chunlei as an independent director candidate of the sixth board of directors
Voting results: 7 in favor, 0 against and 0 abstention.
The independent directors expressed their independent opinions.
This proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
(III) the proposal on Amending the articles of association was deliberated and adopted
In view of the needs of the company's operation and management, in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the Listing Rules of Shenzhen Stock Exchange gem, the guidelines for the standardized operation of companies listed on Shenzhen Stock Exchange gem, the guidelines for the articles of association of listed companies, the guidelines for the governance of listed companies and other relevant provisions, The board of directors agreed to amend the articles of association.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on Amending the articles of association of the company.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
(IV) the proposal on convening the first extraordinary general meeting of shareholders in 2022 was reviewed and approved. The board of directors agreed that the company would convene the first extraordinary general meeting of shareholders in 2022 on January 28, 2022 to review the above proposals that need to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Notice on convening the first extraordinary general meeting of shareholders in 2022.
Voting results: 7 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolution of the 16th meeting of the 5th board of directors.
It is hereby announced.
Anhui Landun Photoelectron Co.Ltd(300862) board of directors January 12, 2022
