Securities code: 600226 securities abbreviation: Zhejiang Huge Leaf Co.Ltd(600226) Announcement No.: 2022-004
Zhejiang Huge Leaf Co.Ltd(600226)
Announcement on resolutions of the 22nd Meeting of the 8th board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
The 22nd Meeting of the 8th board of directors of Zhejiang Huge Leaf Co.Ltd(600226) (hereinafter referred to as “the company”) was held by means of communication on January 17, 2022. 8 directors should attend the meeting and 8 actually attended the meeting. The meeting was held in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the Zhejiang Huge Leaf Co.Ltd(600226) articles of Association (hereinafter referred to as the “articles of association”) and relevant laws and regulations. The meeting considered and adopted the following proposals by written vote:
1、 Proposal on transferring 100% equity of Tibet Hanqing Technology Co., Ltd., a wholly-owned subsidiary;
The company intends to transfer 100% of the equity of Tibet Hanqing Technology Co., Ltd. to Suzhou Strait Dongrui equity investment partnership (limited partnership) with RMB 186000000. The board of directors of the company requests the general meeting of shareholders to authorize the chairman of the company or his designated authorized representative to specifically handle matters related to the equity transfer, including signing relevant contracts, agreements and relevant documents required for subsequent industrial and commercial changes, and handling industrial and commercial change registration procedures. Such authorization starts from the date of deliberation and approval of the general meeting of shareholders to the date of completion of relevant authorized matters.
The independent directors expressed their independent opinions on the matter.
Voting results: 8 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders for deliberation.
For details, see the announcement on transferring 100% equity of Tibet Hanqing Technology Co., Ltd., a wholly-owned subsidiary (Announcement No.: 2022-005).
2、 Proposal on transferring 90% equity of Qingdao Hanquan Investment Co., Ltd., a wholly-owned subsidiary;
The company intends to transfer 90% of the equity of Qingdao Hanquan Investment Co., Ltd. to Suzhou Strait Dongrui equity investment partnership (limited partnership) with RMB 167400000. The board of directors of the company requests the general meeting of shareholders to authorize the chairman of the company or his designated authorized representative to specifically handle matters related to the equity transfer, including signing relevant contracts, agreements and relevant documents required for subsequent industrial and commercial changes, and handling industrial and commercial change registration procedures. Such authorization starts from the date of deliberation and approval of the general meeting of shareholders to the date of completion of relevant authorized matters.
The independent directors expressed their independent opinions on the matter.
Voting results: 8 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders for deliberation.
For details, see the announcement on transferring 90% equity of Qingdao Hanquan Investment Co., Ltd., a wholly-owned subsidiary (Announcement No.: 2022-006).
3、 Proposal on transferring 100% equity of Tibet HANFA Technology Co., Ltd., a wholly-owned subsidiary;
The company plans to transfer 100% of the equity of Tibet HANFA Technology Co., Ltd. to Shenzhen yongzhuo Yufu Asset Management Co., Ltd. with RMB 310000000. The board of directors of the company requests the general meeting of shareholders to authorize the chairman of the company or his designated authorized representative to specifically handle matters related to the equity transfer, including signing relevant contracts, agreements and relevant documents required for subsequent industrial and commercial changes, and handling industrial and commercial change registration procedures. Such authorization starts from the date of deliberation and approval of the general meeting of shareholders to the date of completion of relevant authorized matters.
The independent directors expressed their independent opinions on the matter.
Voting results: 8 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders for deliberation.
For details, see the announcement on transferring 100% equity of Tibet HANFA Technology Co., Ltd., a wholly-owned subsidiary (Announcement No.: 2022-007).
4、 Proposal on cancellation of repurchased shares;
According to the relevant provisions of laws, regulations and departmental rules such as the company law, the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 7 – share repurchase, and the relevant proposals deliberated and adopted by the company’s third extraordinary general meeting in 2018, the share repurchase can be used for injection to reduce the company’s registered capital. In addition, considering the changes in the capital market and the actual situation of the company, in order to safeguard the value of the company and the interests of shareholders, the company plans to cancel the shares accumulated in the special securities account for repurchase before May 20, 2019. The number of shares cancelled this time is 13847317, accounting for 0.44% of the total shares of the company. The board of directors of the company requests the general meeting of shareholders to authorize the chairman of the company or his designated authorized representative to handle the industrial and commercial change registration related to the change of registered capital according to the cancellation results after the cancellation of the repurchased shares.
The independent directors expressed their independent opinions on the matter.
Voting results: 8 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders for deliberation.
For details, see announcement on cancellation of share repurchase (Announcement No.: 2022-008).
5、 Proposal on changing the registered capital and amending the articles of Association;
In accordance with the relevant provisions of laws and regulations such as the company law, the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 7 – share repurchase, and the actual situation of the change of registered capital after the completion of the corresponding shares in the proposed special securities account for repurchase, the company amended the relevant provisions of the articles of association. The board of directors of the company requests the general meeting of shareholders to authorize the chairman of the company or his designated authorized representative to go through relevant industrial and commercial change registration and filing procedures within the scope of authorization according to the cancellation results after the cancellation of the repurchased shares.
Voting results: 8 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders for deliberation.
For details, see the announcement on changing the registered capital and amending the articles of Association (Announcement No.: 2022-009). 6、 Proposal on convening the first extraordinary general meeting of shareholders in 2022;
Voting results: 8 in favor, 0 against and 0 abstention.
See the notice on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-010) for details. It is hereby announced.
Zhejiang Huge Leaf Co.Ltd(600226) board of directors
January 18, 2022
