Securities code: 300648 securities abbreviation: Fujian Nebula Electronics.Ltd(300648) Announcement No.: 2022-006
Fujian Nebula Electronics.Ltd(300648)
Announcement on resolutions of the 17th meeting of the third 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.
Fujian Nebula Electronics.Ltd(300648) (hereinafter referred to as “the company”) the notice and meeting materials of the 17th meeting of the third board of directors were sent to all directors, supervisors and senior managers by personal delivery, e-mail and fax on January 4, 2022. The meeting was held in the conference room of the company at No. 6 Shishi Road, Mawei District, Fuzhou on the afternoon of January 14, 2022. The meeting was convened and presided over by Mr. Li Youcai, chairman of the company. There were 7 directors who should be present and 7 actual directors. All supervisors, senior managers and other relevant personnel of the company attended the meeting as nonvoting delegates. The convening and convening of the board meeting comply with the relevant provisions of the company law of the people’s Republic of China and the Fujian Nebula Electronics.Ltd(300648) articles of Association (hereinafter referred to as the “articles of association”). After careful consideration by the directors attending the meeting, the following resolutions were adopted by open ballot one by one:
1、 The proposal on granting restricted shares to incentive objects for the first time was deliberated and adopted. Mr. Liu Zuobin, the director, avoided voting as the incentive object of the restricted stock incentive plan, Mr. Li Youcai, the chairman, avoided voting as the person acting in concert of Mr. Liu Zuobin, the incentive object, and other non affiliated directors participated in the voting of this proposal. The voting result was: 5 votes in favor; 0 votes against; There were no abstentions.
According to the measures for the administration of equity incentive of listed companies, the relevant provisions of the company’s restricted stock incentive plan (Draft) in 2021 and the authorization of the general meeting of shareholders to the board of directors in the proposal on submitting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive approved by the first extraordinary general meeting of shareholders in 2022, The board of directors of the company considers that the first grant conditions specified in the restricted stock incentive plan of the company in 2021 have been met, and agrees to grant 4047470 class II restricted shares to 350 eligible incentive objects at the grant price of 55.24 yuan / share on January 14, 2022.
The announcement of Fujian Nebula Electronics.Ltd(300648) on granting restricted shares to incentive objects for the first time and the independent opinions of independent directors on this matter are published in China Securities Journal, Shanghai Securities Journal, securities times, securities daily and cninfo.com on January 15, 2022（ http://www.cn.info.com.cn. ）Relevant contents of.
2、 The proposal on providing guarantee for wholly-owned and holding subsidiaries in 2022 was deliberated and adopted, and the voting results were: 7 votes in favor; 0 votes against; There were no abstentions.
The board of directors of the company agrees that the company shall provide a total guarantee amount of RMB 250 million for wholly-owned and holding subsidiaries with asset liability ratio of more than 70%, and a total guarantee amount of RMB 50 million for wholly-owned and holding subsidiaries with asset liability ratio of less than 70%. The guarantee methods include but are not limited to joint and several liability guarantee, mortgage, pledge, etc. the guarantee period shall not exceed three years. The period for signing the guarantee agreement and other relevant legal documents shall be one year from the date of deliberation and approval by the general meeting of shareholders of the company (the guarantee period and scope shall be subject to the final agreement). Within the above period, the guarantee amount can be recycled.
The Fujian Nebula Electronics.Ltd(300648) announcement on providing guarantees for wholly-owned and holding subsidiaries in 2022 and the independent opinions of independent directors on this matter are published in China Securities Journal, Shanghai Securities Journal, securities times, securities daily and cninfo.com on January 15, 2022（ http://www.cn.info.com.cn. ）Relevant contents of.
This proposal needs to be submitted to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation.
3、 The proposal on applying for financing quota from banks was deliberated and adopted, and the voting results were: 7 votes in favor; 0 votes against; There were no abstentions.
At present, the company’s business is in good condition. The financial risk of applying for bank financing line is within the controllable range, which is conducive to the sustainable and healthy development of the company. The approval procedures for the application for financing line from the bank comply with the provisions of relevant laws, regulations and the articles of association. The board of directors of the company agrees that the company applies to the bank for a comprehensive credit line of no more than RMB 120 million and a bank acceptance bill pledge Invoicing business of no more than RMB 300 million.
The Fujian Nebula Electronics.Ltd(300648) announcement on applying for financing quota from banks and the independent opinions of independent directors on this matter are published in China Securities Journal, Shanghai Securities News, securities times, securities daily and cninfo (www.cn. Info. Com. CN) on January 15, 2022 Relevant contents on.
This proposal needs to be submitted to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation.
4、 The proposal on convening the second extraordinary general meeting of shareholders in 2022 was deliberated and adopted, and the voting results were: 7 votes in favor; 0 votes against; There were no abstentions.
The board of directors of the company will hold the second extraordinary general meeting of shareholders of the company in 2022 at 14:30 p.m. on February 9, 2022 in the first meeting room of the company, No. 6, Shishi Road, Mawei District, Fuzhou City, Fujian Province.
The Fujian Nebula Electronics.Ltd(300648) notice on convening the second extraordinary general meeting of shareholders in 2022 is published in China Securities Journal, Shanghai Securities News, securities times, securities daily and cninfo (www.cn. Info. Com. CN.) on January 15, 2022 Relevant contents on.
Documents for future reference
1. Resolution of Fujian Nebula Electronics.Ltd(300648) the 17th meeting of the third board of directors;
2. Independent opinions of Fujian Nebula Electronics.Ltd(300648) independent directors on matters related to the 17th meeting of the third board of directors.
It is hereby announced.
Fujian Nebula Electronics.Ltd(300648)
Board of directors
January 15, 2002
