Securities code: 301063 securities abbreviation: Zhangjiagang Haiguo New Energy Equipment Manufacturing Co.Ltd(301063) Announcement No.: 2022-003 Zhangjiagang Haiguo New Energy Equipment Manufacturing Co.Ltd(301063)
Announcement of resolutions of the first meeting of the third board of directors
The company and all directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Convening of board meeting
Zhangjiagang Haiguo New Energy Equipment Manufacturing Co.Ltd(301063) (hereinafter referred to as “the company”) elected the members of the third board of directors at the first extraordinary general meeting of shareholders in 2022 held on January 13, 2022. With the consent of all the directors of the third session of the board of directors, the time requirement for the notice of the meeting was exempted. After the notice of the meeting was issued on site, the first meeting of the third session of the board of directors was held in the company’s conference room by combining on-site meeting and communication voting. All directors jointly recommend Mr. Sheng Xuehua as the convener and moderator of the meeting.
Seven directors should have attended the meeting, and seven directors actually attended the meeting. The company’s supervisors and senior managers attended the meeting as nonvoting delegates. The convening and voting procedures of this meeting comply with the relevant provisions of the company law and the articles of association, and are legal and effective.
2、 Deliberations of the board meeting
(I) the proposal on Exemption of notice period of meeting was deliberated and adopted
In order to simplify procedures, improve efficiency and ensure the cohesion and consistency of the work of the board of directors, all directors agreed to waive the notice period of the first meeting of the third board of directors and hold the first meeting of the third board of directors on January 13, 2022.
Voting results: 7 in favor, 0 against and 0 abstention. The motion was passed.
(II) the proposal on the election of chairman of the board of directors was deliberated and adopted
In accordance with the company law and other relevant laws and the articles of association, the board of directors agreed to elect Mr. Sheng Xuehua as the chairman of the third board of directors of the company for a term of three years.
Voting results: 7 in favor, 0 against and 0 abstention. The motion was passed.
(III) the proposal on the election of members of special committees of the board of directors was deliberated and adopted
According to the articles of association and other relevant provisions, the third board of directors of the company has a nomination committee, an audit committee, a remuneration and assessment committee and a strategic decision-making committee with a term of three years. The composition of the committees is as follows:
1. Fang Shinan, Gu Jianping and Sheng Xuehua were elected as members of the nomination committee of the third board of directors of Huawei, and Sheng Xuehua served as the chairman of the Committee.
2. Feng Xiaodong, Fang Shinan and Shengxue were elected as members of the audit committee of the third board of directors of Huawei, and Feng Xiaodong served as the chairman of the Committee.
3. Gu Jianping, Feng Xiaodong and Sheng Tianyu were elected as members of the remuneration and assessment committee of the third board of directors of the company, and Gu Jianping served as the chairman of the Committee.
4. Sheng Xuehua, Sheng Tianyu and Fang Shinan were elected as members of the strategic decision-making committee of the third board of directors of the company, and Sheng Xuehua served as the chairman of the Committee.
Voting results: 7 in favor, 0 against and 0 abstention. The motion was passed.
(IV) the proposal on the appointment of senior managers was deliberated and adopted
According to the nomination of the chairman, it is agreed to appoint Mr. Sheng Tianyu as the general manager of the company and Ms. Yang Hua as the Secretary of the board of directors of the company; According to the nomination of the general manager, it is agreed to appoint Mr. Zhao Yubao as the company’s deputy general manager, Mr. Li Xin as the company’s sales director and Mr. Li Jian as the company’s chief financial officer. The term of office starts from the effectiveness of the resolution of the board of directors to the expiration of the third board of directors.
Voting results: 7 in favor, 0 against and 0 abstention.
The independent directors of the company expressed independent opinions on the proposal. For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) on January 14, 2022 Independent opinions of independent directors on matters related to the first meeting of the third board of directors and announcement on the completion of the change of the board of directors and the board of supervisors and the appointment of senior managers.
3、 Documents for future reference
1. Resolutions of the first meeting of the third board of directors of the company;
2. Independent opinions of independent directors on matters related to the first meeting of the third board of directors;
3. Other documents required by Shenzhen Stock Exchange. It is hereby announced.
Zhangjiagang Haiguo New Energy Equipment Manufacturing Co.Ltd(301063) board of directors January 14, 2022
