Stock Code: 000301 stock abbreviation: Jiangsu Eastern Shenghong Co.Ltd(000301) Announcement No.: 2022-007 bond Code: 127030 bond abbreviation: Shenghong convertible bond
Bond Code: 114578 bond abbreviation: 19 Shenghong G1
Jiangsu Eastern Shenghong Co.Ltd(000301)
Announcement on resolutions of the 42nd meeting of the 8th 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 42nd meeting of the 8th board of directors of Jiangsu Eastern Shenghong Co.Ltd(000301) (hereinafter referred to as “the company”) was sent by hand, fax or e-mail on January 7, 2022, and held by means of communication voting on January 12, 2022. There were 7 directors who should attend the board meeting and 7 actually attended the meeting. The meeting was presided over by Mr. Miao Hangen, chairman of the board, and the senior management of the company attended the meeting as nonvoting delegates. The materials of this board meeting shall be submitted to all supervisors of the company for review at the same time.
The convening of the board meeting complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberations of the board meeting
1. The proposal on changing the registered capital of the company and amending the articles of association was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
As of December 31, 2021, due to the conversion of convertible corporate bonds (bonds referred to as “Shenghong convertible bonds”, bond code “127030”), the company has increased its share capital by 96329 shares, and the total number of shares has increased from 4834863866 shares to 4834960195 shares. The company plans to amend the relevant provisions of the articles of association, And decided to change the registered capital of the company: the registered capital of the company was changed from RMB 4834863866 to RMB 4834960195.
This proposal shall be submitted to the general meeting of shareholders for deliberation.
The amendment to the articles of association was also published on cninfo.com（ http://www.cn.info.com.cn. ）Disclosure on.
2. The proposal on amending some articles of the articles of association was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
According to the company law, the securities law, the guidelines for the articles of association of listed companies, the Listing Rules of Shenzhen Stock Exchange and other relevant laws, regulations and normative documents, and in combination with the actual situation of the company, it is proposed to amend some provisions of the articles of association, and request the general meeting of shareholders to authorize the chairman of the company and the persons appointed by the chairman to handle relevant industrial and commercial registration Filing of articles of association and other matters.
This proposal shall be submitted to the general meeting of shareholders for deliberation.
The amendment to the articles of association was also published on cninfo.com（ http://www.cn.info.com.cn. ）Disclosure on.
3. The proposal on the investment and construction of phase II super simulated functional fiber project with an annual output of 500000 tons by subsidiaries was reviewed and approved
Voting results: 7 in favor, 0 against and 0 abstention.
In order to meet the growing objective demand of the market for various differentiated and functional polyester fibers with excellent performance and further enhance the market competitiveness of polyester filaments, the company’s secondary wholly-owned subsidiary Guowang high tech fiber (Suqian) Co., Ltd. will invest in the construction of phase II super simulated functional fiber project with an annual output of 500000 tons. The total investment of the project is expected to be 3.612 billion yuan and the construction period is 2 years.
The announcement on the investment and construction of phase II super simulated functional fiber project with an annual output of 500000 tons by subsidiaries (Announcement No.: 2022-010) was also published in the securities times, China Securities Journal, Shanghai Securities News, securities daily and cninfo.com（ http://www.cn.info.com.cn. ）Disclosure on.
4. The proposal on the subsidiary’s investment in the construction of phase II renewable differentiated and functional polyester filament and supporting texturing project with an annual output of 250000 tons was reviewed and approved
Voting results: 7 in favor, 0 against and 0 abstention.
In order to meet the growing objective demand of the market for various differentiated and functional polyester fibers with excellent performance, reflect the sustainable development concept of “green, low carbon and recycling”, and further enhance the market competitiveness of polyester filaments, Jiangsu Ruibang Technology Co., Ltd., a secondary wholly-owned subsidiary of the company, will invest in the construction of phase II project with an annual output of 250000 tons of recycled differentiated and functional polyester filament and supporting texturing. The estimated total investment of the project is RMB 2.838 billion and the construction period is 2 years.
The announcement on the subsidiary’s investment in the construction of phase II renewable differentiated and functional polyester filament and supporting texturing project with an annual output of 250000 tons (Announcement No.: 2022-011) was also published in the securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com（ http://www.cn.info.com.cn. ）Disclosure on.
5. The proposal on developing commodity hedging business was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
According to the production and operation plan and based on the principle of prudence, the company and its subsidiaries are expected to carry out commodity hedging business in 2022, The total margin balance at any time point during the investment period (including the relevant amount of reinvestment of the income of the above investment, excluding the full margin paid for the delivery of the current position) shall not exceed RMB 2 billion (other currencies are converted into RMB at the current exchange rate). The investment period starts from the date of deliberation and approval at the first extraordinary general meeting of shareholders in 2022 to the date of holding the annual general meeting of shareholders in 2022. The independent directors expressed their consent.
The recommendation institution has no objection to the company’s commodity hedging business this time.
This proposal shall be submitted to the general meeting of shareholders for deliberation.
The announcement on carrying out commodity hedging business (Announcement No.: 2022-012) was also published in the securities times, China Securities Journal, Shanghai Securities News, securities daily and cninfo.com（ http://www.cn.info.com.cn. ）Disclosure on.
6. The proposal on developing foreign exchange derivatives trading business was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
Based on the amount of the company’s crude oil import business, foreign currency loans and other foreign exchange businesses in 2022 and the business cycle of relevant businesses, the company and its subsidiaries are expected to carry out foreign exchange derivatives trading business in 2022, The total balance at any time point during the investment period (including the relevant amount of reinvestment from the income of the above investment) shall not exceed US $3.5 billion (other currencies are converted into US dollars at the current exchange rate).
The investment period starts from the date of deliberation and approval at the first extraordinary general meeting of shareholders in 2022 to the date of holding the annual general meeting of shareholders in 2022.
The independent directors expressed their consent.
The recommendation institution has no objection to the company’s foreign exchange derivatives trading business this time.
This proposal shall be submitted to the general meeting of shareholders for deliberation.
The announcement on carrying out foreign exchange derivatives trading business (Announcement No.: 2022-013) was also published in the securities times, China Securities Journal, Shanghai Securities News, securities daily and cninfo.com（ http://www.cn.info.com.cn. ）Disclosure on.
7. The proposal on convening the first extraordinary general meeting of shareholders in 2022 was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
The company decided to hold the first extraordinary general meeting of shareholders in 2022 by combining on-site voting and online voting at 14:30 p.m. on Friday, January 28, 2022.
The notice on convening the first extraordinary general meeting in 2022 (Announcement No.: 2022-014) was also published in the securities times, China Securities Journal, Shanghai Securities News, securities daily and cninfo.com（ http://www.cn.info.com.cn. ）Disclosure on.
3、 Documents for future reference
1. Resolutions of the board of directors signed and sealed by the directors attending the meeting;
2. Independent opinions of independent directors;
3. Verification opinions of the recommendation institution.
It is hereby announced.
Jiangsu Eastern Shenghong Co.Ltd(000301) board of directors
January 13, 2022
