Securities code: Hangzhou Chang Chuan Technology Co.Ltd(300604) securities abbreviation: Hangzhou Chang Chuan Technology Co.Ltd(300604) Announcement No.: 2022046 Hangzhou Chang Chuan Technology Co.Ltd(300604)
Announcement on resolutions of the 9th meeting of the 3rd board of directors
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of directors
Hangzhou Chang Chuan Technology Co.Ltd(300604) the ninth meeting of the third board of directors was held in the conference room of the company on May 22, 2022. The notice of the meeting was sent to all directors by email, fax, etc. on May 9, 2022. The meeting adopts on-site and communication to vote. There are 9 directors who should participate in the meeting and 9 actually participate in the voting. The meeting was convened and presided over by Mr. Zhao Yi, chairman of the board of directors, and senior executives and supervisors of the company attended the meeting as nonvoting delegates. The meeting was convened and held in accordance with the company law of the people's Republic of China and the Hangzhou Chang Chuan Technology Co.Ltd(300604) articles of association.
2、 Deliberations of the board meeting
After deliberation and voting by the directors present, the following proposals were adopted:
1. The proposal on Hangzhou Chang Chuan Technology Co.Ltd(300604) issuing shares to purchase assets and raising supporting funds and related party transactions report (Draft) (Revised Version) and its summary was deliberated and adopted
In accordance with the requirements of relevant laws, regulations and normative documents such as the measures for the administration of major asset restructuring of listed companies, the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies, the standards for the contents and forms of information disclosure by companies offering securities to the public No. 26 - major asset restructuring of listed companies (revised in 2022), and the specific circumstances of this transaction, The company has prepared the report on Hangzhou Chang Chuan Technology Co.Ltd(300604) issuing shares to purchase assets and raising matching funds and related party transactions (Draft) (Revised Version) and its abstract.
The proposal shall be submitted to the general meeting of shareholders of the company for deliberation and approval after being deliberated and approved by the board of directors.
Voting results: 9 in favor, 0 against and 0 abstention.
2. The proposal on Approving the audit report and reference review report related to this transaction was reviewed and approved
In order to achieve the purpose of this transaction, Tianjian Certified Public Accountants (special general partnership), the audit institution hired by the company, audited the simulated consolidated financial statements of the target company in 2020, 2021 and January February 2022, and issued the audit report of tianjianshen [2022] No. 6325 on May 22, 2022; Tianjian Certified Public Accountants (special general partnership), the examination preparation review organization, reviewed the preparation financial statements of the company in 2021 and January February 2022, and issued the preparation review report (tianjianshen [2022] No. 6422) on May 22, 2022. For details, please refer to the same day's publication on cninfo.com（ http://www.cn.info.com.cn. ）Relevant reports on.
The board of directors of the company intends to approve the above-mentioned report and its notes, explanations and other documents, and agree to quote the data and conclusions of the above-mentioned documents in the report on Hangzhou Chang Chuan Technology Co.Ltd(300604) issuing shares to purchase assets and raising supporting funds and related party transactions (Draft) (Revised Version) prepared by the company.
The proposal shall be submitted to the general meeting of shareholders of the company for deliberation and approval after being deliberated and approved by the board of directors.
Voting results: 9 in favor, 0 against and 0 abstention.
3. Deliberated and passed the proposal on the report on the use of the previously raised funds
According to the provisions on the use of funds raised in the previous time issued by China Securities Regulatory Commission, since the company's funds raised in the previous time has not reached the account for five fiscal years, the use of funds raised in the previous time shall be verified in this transaction. The board of directors of the company has prepared the report on the use of the previously raised funds; Tianjian Certified Public Accountants (special general partnership) issued tianjianshen [2022] No. 6432 verification report on the use of Hangzhou Chang Chuan Technology Co.Ltd(300604) previously raised funds, which was published on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant reports on.
The proposal shall be submitted to the general meeting of shareholders of the company for deliberation and approval after being deliberated and approved by the board of directors.
Voting results: 9 in favor, 0 against and 0 abstention.
4. The proposal on not convening the general meeting of shareholders to consider matters related to this transaction was deliberated and adopted
If the proposal related to this transaction is reviewed and approved by the board of directors and agreed to be submitted to the general meeting of shareholders for deliberation, according to the provisions of the company law of the people's Republic of China and the Hangzhou Chang Chuan Technology Co.Ltd(300604) articles of association, the company needs to convene a general meeting of shareholders to consider the matters related to this transaction in the near future. Considering the needs of the company's transaction process, the board of directors of the company decided not to hold a general meeting of shareholders to consider matters related to the transaction, and the specific time and place of the general meeting of shareholders will be notified separately.
Voting results: 9 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolution of the 9th meeting of Hangzhou Chang Chuan Technology Co.Ltd(300604) the 3rd board of directors
It is hereby announced!
Hangzhou Chang Chuan Technology Co.Ltd(300604) board of directors
May 22, 2022
